Account Application Form Terms and Conditions

1. GENERAL
In these conditions ‘Seller’ means Specflue Ltd and ‘Buyer’ means any persons or body
corporate who accept a quotation of the Seller for the sale of goods or whose order for goods
is accepted by the Seller.
All tenders and quotations are submitted and all orders accepted solely upon and subject to
the following terms and conditions to the exclusion of all other terms and conditions except
such (if any) as are specifically accepted by the Seller in writing. Acceptance of delivery by the
Buyer shall be conclusive evidence of acceptance of these terms and conditions by the Buyer.
The Seller does not warrant that any goods are fit for any purpose other than that for which it
is manufactured.

2. QUOTATIONS
Quotations are submitted on the understanding that goods supplied will be invoiced at prices
ruling at the date of despatch unless otherwise agreed in writing.

3. DELIVERY
(i) Time for delivery of goods is given as accurately as possible but is not guaranteed unless
agreed in writing. Time shall not in any circumstances be of the essence of the contract.
(ii) (a) Delivery of the goods shall be at the place of delivery
(b) Delivery shall be made by the Seller giving the Buyer possession of the goods on the
delivery date and at the place of delivery. In the event that the Buyer has not made such
arrangements delivery may be made by the Seller leaving goods at the place of delivery during
the hours of 7.30am and 5pm.
(iii) During unloading at the Buyers premises, the Seller shall be deemed to act as agent of the
Buyer under the Buyers supervision.
(iv) In the case of goods to be supplied by installments, each delivery shall constitute a
separate contract and failure by the Seller for any reason to deliver one or more installment
shall not entitle the Buyer to treat the contract as repudiated.

4. CANCELLATION AND VARIATIONS
(i) Cancellation of an order cannot be accepted or goods returned for credit unless
previously agreed to in writing by the Seller and in the case of goods returned for credit proof
of the original purchase is provided in the form of a despatch note or invoice.
(ii) No variation of any order shall be binding upon the Seller unless the same shall be agreed
in writing.
(iii) In the event that the Seller agrees in writing to accept the return of stock items, a charge
of 15% of invoice price will be made, such sum representing a reasonable pre-estimate of the
Seller’s average costs of collection and administration. Stock items means items normally held
in stock by the Seller.
(iv) Items specially ordered or manufactured or not normally held by the Seller as stock will
not be accepted for return and credit.
(v) Any goods accepted by the Seller for credit must be returned in re-saleable condition.
(vi) Where the Buyer deals as a consumer he shall be entitled to cancel the contract within
seven working days following the placing of the order by sending written notification to the
seller at 8 Curzon Road, Chilton Industrial Estate, Sudbury, Suffolk, CO10 2XW, or by
sending a fax to 01787 880555 or an email to sales@specflue.com

5. LOSS OR DAMAGE IN TRANSIT
(i) Goods will normally be despatched by the Seller’s own transport. In such cases the Seller
will replace, free of charge, goods damaged or lost in transit provided that written notification
is given to the Seller within three days of delivery.
(ii) Goods despatched by carrier will be at the Buyer’s risk as regards damage, but will be
insured under the carrier’s insurance where available. Total non-delivery must be advised
within four days of despatch date.

6. INSPECTION/SATISFACTION
The Buyer shall inspect the goods immediately on arrival thereof and shall note shortages or
damage on the delivery note and give notice to the Seller by telephone, fax or email within
three days, with full details of any claim.
The buyer will be bound to take delivery of the goods not withstanding that the quantity of
goods is either 5% greater or less in quantity than the goods ordered. In the event any such
discrepancy the price shall be adjusted accordingly.

7. PACKAGING
Packages where appropriate will be charged by the Seller to the Buyer and credited in full
when returned to the Seller’s depot in good condition.

8. TITLE IN THE GOODS
(i) Notwithstanding delivery and the passing of risk in the goods, or any other provision of
these conditions, the property and 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 the other
goods agreed to be sold by the Seller to the Buyer for which payment is then due.
(ii) 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, but shall be entitled to re-sell or use the goods in the ordinary course of its
business.
(iii) 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.
(iv) The Buyer shall not be entitled to pledge or in any way charge by way of security
indebtedness, any of the goods which remain the property of the Seller, but if the Buyer does
so, all monies owing by the Buyer to the Seller shall (without prejudice to any right or remedy
of the sale) forthwith become due and payable.

9. INSOLVENCY OF BUYER
(i) This clause applies if :
(a) the Buyer makes any involuntary 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 purpose of amalgamation
or reconstruction); or
(b) an encumbrance takes possession or a receiver is appointed of any of the
property or assets of the Buyer; or
(c) the Buyer ceases or threatens to cease to carry on business; or
(d) 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.
(ii) 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.

10. TERMS OF PAYMENT
(i) Subject to any special terms agreed in writing between the Seller and the Buyer, 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 product 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.
(ii) The Buyer shall pay the price of the goods no later than the end of the month following
the month of invoice and the Seller shall be entitled to recover the product notwithstanding
that delivery may not have taken place and the property and the goods have not passed to the
Buyer. The time of payment of the price shall be the essence of the contract.
(iii) If the Buyer fails to make payment on the due date, the Seller may :
(a) cancel the contract or suspend any further deliveries to the Buyer;
(b) appropriate any payment made by the Buyer to such of the goods ‘or the goods
supplied under any other contact between the Seller and the Buyer’ as the Seller may think fit
(notwithstanding any purported appropriation by the Buyer); and
(c) charge the Buyer interest (both before and after any judgement) on the amount
unpaid at the rate of 4% per annum above the HSBC Bank plc 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). Business clients will be charged interest in accordance with the Late
Payments of Commercial Debts (Interest) Act 1998.

11. DEFECTIVE MATERIAL AND GOODS
(i) Subject to condition 11(iii) the Seller agrees to replace or repair at its option goods
supplied by it and proved to its satisfaction to be faulty. Provided that such fault is notified in
writing to the Seller within 30 days from the date of despatch from the Seller’s works of such
faulty goods and before installation of the material. Any free replacement shall include free
delivery to the Buyer’s premises.
(ii) 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), all warranties, conditions or other terms implied by statute or common law are
excluded to the fullest extent permitted by law.
(iii) Under no circumstances shall the Seller have any liability of whatever kind for:
(a) any defect resulting from wear and tear, faulty installation, accident, improper use by
the Buyer or use by the Buyer except in accordance with the instructions or advice of
the Seller or the manufacturer of any goods or neglect or from any instructions or
materials provided by the Buyer;
(b) any goods which have been adjusted, modified or repaired;
(c) the suitability of any goods for any particular purpose or use under specific conditions
whether or not the purpose or conditions were know or communicated to the Seller
(d) any technical information, recommendations, statements or advice furnished by the
Seller, its servants or agents not given in writing in response to a specific written
request from the Buyer before the contract is made; or
(e) any variations in the quantities or dimensions of any goods or changes of their
specifications or substitution of materials or components, if the variation or
substitution does not materially affect the characteristics of the goods, and the
substituted materials or components are of a quality equal or superior to those
originally specified

12. LIABILITY
(i) The Seller’s liability whether in respect of one claim or in the aggregate arising out of any
contract shall not exceed the purchase price payable under the contract.
(ii) Except as specifically provided in these Conditions, and for death or personal injury
resulting from the Sellers negligence, no liability is accepted for any direct or indirect costs,
damages or expenses relating to damage to property or injury or loss to any person, firm or
company or for any loss of profits or production arising out of or occasioned by any defect in
or failure of goods or materials or parts thereof supplied by the Seller.
(iii) The Seller will not be held responsible for unusual wind conditions or turbulence or
climatic conditions or geographical conditions which may affect the operation of any chimney
and/or appliance. It is for the Buyer to satisfy himself of the suitability of any product
intended to be used in any particular location.

13. FORCE MAJEURE
The Seller shall be under no liability for any delay, loss or damage caused wholly or in part by
Act of God, Governmental restriction condition or control or by reason of any act done or
not done pursuant to a trade dispute whether such dispute involves the Seller’s employees or
not or by reason of any other matter or thing beyond the reasonable control of the Seller.

14. LAW APPLICABLE
All contracts are deemed to be entered into in England and shall be governed and construed
in accordance with English law and the jurisdiction shall be the courts of England.

15.
In the event of the Seller assigning its rights under this contract, the Buyer shall not be entitled
to raise any counterclaim or set-off the Buyer may have against the Seller, against the assignee
in answer to any claim for payment by the assignee.
Where the Buyer is a consumer, the Buyer’s statutory rights remain unaffected by the
provisions of these conditions.