Terms & Conditions of Sale

"Company" means Howcroft Group Limited, Unit 9, Brookfields Way, Manvers, Rotherham, S63 5DL.

"Buyer" means the business or person purchasing goods or services from the Company.

"Goods" means industrial MRO products, bearings, power transmission components, belts, chains, couplings, electrical components, safety equipment, PPE, workwear, tools and any other products supplied by the Company.

"Contract" means the contract formed when the Company accepts an order in writing (including by email) or dispatches Goods.

"Order" means a request by the Buyer to purchase Goods or services, whether verbal, written or placed electronically.

These Conditions apply to all business-to-business transactions. Nothing in these Conditions affects the statutory rights of a consumer.

• All Orders constitute an offer by the Buyer to purchase Goods subject to these Conditions.
• A Contract is formed only when the Company issues a written order acknowledgement or dispatches the Goods, whichever is earlier.
• The Company reserves the right to decline any Order at its discretion without liability.
• The Buyer is responsible for ensuring that all details submitted in an Order (including quantities, specifications and delivery address) are accurate and complete.
• Orders placed by telephone are accepted subject to the Company's ability to fulfil them and are confirmed only on written acknowledgement.

• All quotations issued by the Company are valid for 30 days from the date of issue, unless a different validity period is expressly stated on the quotation.
• After the validity period expires, the Company reserves the right to revise prices to reflect changes in material costs, currency fluctuations, supplier price changes or other market conditions.
• Quotations are not binding commitments to supply. They are invitations to treat and are subject to availability of stock.
• Prices quoted exclude VAT unless otherwise stated. VAT will be charged at the applicable rate on the date of supply.
• The Company may withdraw a quotation at any time before acceptance without liability to the Buyer.

• All prices are in Pounds Sterling (GBP) and exclude VAT and delivery charges unless expressly stated otherwise.
• The Company reserves the right to adjust prices at any time prior to despatch to reflect changes in supplier costs, duties, taxes, exchange rates, or unforeseen increases in production or logistics costs.
• VAT will be charged at the applicable prevailing UK rate. VAT registration number available on request.
• Any applicable carriage, packing or insurance charges will be itemised separately on the invoice.

• Trade account status is granted at the Company's sole discretion and subject to satisfactory credit assessment. The Company reserves the right to withdraw or amend credit terms at any time.
• Time of payment is of the essence. Overdue invoices will accrue interest at 8% per annum above the Bank of England base rate in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
• The Company also reserves the right to claim reasonable debt recovery costs under the Late Payment of Commercial Debts Regulations 2002.
• The Company reserves the right to suspend or cancel further deliveries if any payment is overdue.
• The Buyer may not withhold or set off payment against any alleged claim or dispute without the Company's prior written consent.

• Delivery dates and lead times quoted are estimates only and are not of the essence unless expressly agreed in writing.
• The Company shall not be liable for any loss, damage or consequential costs arising from delay in delivery.
• Risk in the Goods passes to the Buyer on delivery to the delivery address specified in the Order.
• Where the Company delivers in instalments, each delivery constitutes a separate contract. Failure to deliver one instalment does not entitle the Buyer to cancel the remainder of the Contract.
• The Buyer must inspect Goods on delivery and notify the Company in writing of any shortages or visible damage within 48 hours of receipt. Failure to do so may affect the Buyer's right to claim.
• Delivery charges are as quoted or as notified at the time of Order confirmation.

Ownership of Goods does not pass to the Buyer until payment in full has been received by the Company for those Goods and all other sums outstanding from the Buyer to the Company.

• Until title passes, the Buyer holds the Goods as bailee for the Company and must store them separately, clearly identified as the Company's property, and adequately insured.
• The Buyer may sell the Goods in the ordinary course of its business before title passes, as agent of the Company, provided it accounts to the Company for the proceeds.
• If the Buyer becomes insolvent, enters administration, receivership or any insolvency process, the Company may repossess the Goods and the Buyer grants the Company irrevocable licence to enter its premises for that purpose.
• Risk in the Goods passes to the Buyer on delivery, notwithstanding that title may not have passed.

• Goods may only be returned with the prior written authorisation of the Company via a Returns Authorisation Number (RAN).
• Returned Goods must be in original, unopened, saleable condition with original packaging. The Company reserves the right to apply a restocking charge of up to 20% of the invoice value.
• Bespoke, specially ordered or cut-to-length items (including custom-cut belts, chains or fabricated components) are non-returnable and non-refundable unless defective.
• Cancellation of an Order after acceptance may only be made with the Company's written consent and may be subject to a cancellation charge covering costs already incurred.
• Goods that are defective under warranty must be reported within the applicable warranty or guarantee period.

• The Company warrants that Goods will conform to their specification and be free from material defects at the time of delivery.
• This warranty does not apply to defects arising from fair wear and tear, misuse, negligent installation, modification, or failure to follow manufacturer instructions.
• The Buyer's sole remedy for defective Goods is, at the Company's option, repair, replacement or refund of the purchase price.
• Manufacturer warranties on branded products (for example SKF, Gates, Renold, uvex) are passed through to the Buyer to the extent permitted by the manufacturer.
• All implied warranties and conditions (other than those that cannot be excluded by law) are excluded to the fullest extent permitted.

These limitations reflect the allocation of risk between commercial parties and are fundamental to the price at which the Company agrees to supply Goods.

• The Company's total aggregate liability to the Buyer under or in connection with any Contract (whether in contract, tort, breach of statutory duty or otherwise) shall not exceed the total price paid by the Buyer for the Goods giving rise to the claim.
• The Company shall not be liable for any:
  • loss of profit, revenue or anticipated savings
  • loss of business, contracts or goodwill
  • indirect, special or consequential loss or damage
  • production downtime or plant shutdown costs
  • loss arising from the Buyer's reliance on technical advice unless confirmed in writing
• Nothing in these Conditions excludes or limits the Company's liability for: death or personal injury caused by the Company's negligence; fraud or fraudulent misrepresentation; or liability that cannot be excluded or limited by law (including under the Consumer Rights Act 2015 where applicable).
• The Buyer is responsible for determining the suitability of Goods for its intended application. Technical advice provided by the Company is given in good faith but does not constitute a warranty as to fitness for purpose unless confirmed in writing.

• The Company shall not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to acts of God, fire, flood, pandemic, strike, lockout, war, government action, shortage of materials or failure of third-party suppliers ("Force Majeure Event").
• The Company will notify the Buyer as soon as practicable of any Force Majeure Event.
• If a Force Majeure Event continues for more than 90 days, either party may terminate the affected Contract by written notice, without liability other than for payment already due.

• All intellectual property rights in the Company's designs, drawings, specifications, quotations and technical documentation remain the property of the Company (or its licensors).
• The Buyer may not reproduce, disclose or use such material for any purpose other than evaluating or performing the Contract without the Company's prior written consent.
• Where bespoke or fabricated Goods are produced to the Buyer's specification, the Buyer warrants that it has the right to use any design, brand or artwork supplied, and indemnifies the Company against any third-party claim arising from it.
• Manufacturer names and trademarks referenced in quotations or product listings remain the property of their respective owners and are used for identification purposes only.

• The Company may suspend or terminate any Contract immediately on written notice if the Buyer commits a material breach, fails to pay any sum when due, or becomes insolvent or subject to any insolvency process.
• On termination, all sums due to the Company become immediately payable, and the Company may repossess Goods under the retention of title provisions above.
• Termination does not affect any rights or liabilities accrued before termination, including the Buyer's obligation to pay for Goods already delivered.

These Conditions and any Contract formed under them shall be governed by and construed in accordance with the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales.

• These Conditions, together with the Company's order acknowledgement and quotation, constitute the entire agreement between the parties and supersede any previous agreement or understanding.
• No variation of these Conditions is effective unless agreed in writing by a director of the Company.
• No failure or delay by the Company in exercising any right operates as a waiver of that right.
• If any provision of these Conditions is found to be invalid or unenforceable, the remaining provisions continue in full force and effect.
• The Company may assign its rights and obligations under a Contract. The Buyer may not assign its rights without the Company's written consent.
• Notices must be in writing and sent to the registered address of the receiving party, or by email to the address used in the relevant Order.
• A person who is not a party to a Contract has no right to enforce any of its terms under the Contracts (Rights of Third Parties) Act 1999.

Questions about these Terms and Conditions should be directed to:

Howcroft Group Limited
Unit 9, Brookfields Way, Manvers, Rotherham, S63 5DL
Email: hello@howcroft.group
Tel: +44 1709 878 282