Terms & Conditions of Trading

We are committed to deterring the use of our products and services for illegal purposes and work closely with UK Government Departments and other relevant third parties to ensure that we are fully compliant with latest directives and best practice.

Our “Know Your Customers” policy is key in preventing and detecting money laundering, terrorist financing, modern slavery, fraud and identity theft. KYC is an ongoing, risk-based process to gather relevant information about our customers to:

• ensure we always know who we are dealing with;
• gather information to assist in determining appropriate products and services to meet our customers’ needs;
• aid the timely identification of customer activity that is inconsistent with established facts and information;
• meet our legal obligations and ability to comply with trade sanctions and embargoes.

When establishing a relationship with a customer we will confirm the identity of a person or the existence of an entity within acceptable timeframes using acceptable identification methods.

When a product need is being established, enquiries may be made to determine whether it will be used by or for the benefit of a third party. Where required, particulars of the third party and their relationship with the customer will be obtained prior to establishing the relationship.

We will take reasonable and appropriate measures to verify the key information provided by prospective customers to reliable independent, published sources. We will perform additional verification activities for relationships that represent a higher level of risk. We will refuse to enter into or continue relationships or conduct transactions with any person or entity that insists on anonymity or provides false, inconsistent or conflicting information where the inconsistency or conflict cannot be resolved after reasonable enquiry.

2.1 These Terms and Conditions apply to all Sales Contracts between the Company and the Purchaser whether or not any other document makes reference to these terms.
2.2 The Sales Contract shall be formed on the acceptance of the Purchaser’s order by the issue of a Sales Order Acknowledgement by the Company.
2.3 Only these Terms and Conditions shall apply to the Sales Contract. No variation, waiver or addition to these terms shall be valid unless previously agreed in writing by an authorised signatory of the Company. No statement in any Quotation or any other correspondence by the Company shall form part of the Sales Contract unless specifically included. Quotations given by the Company are not offers capable of acceptance by the Purchaser.
2.4 The Company reserves the right to modify these Terms and Conditions at any time, and without prior notice, by posting amended terms on the Company’s website: www.hydraulicsonline.com
2.5 Purchase conditions of the Purchaser only become binding when an authorised signatory of the Company has provided the express written confirmation of the same.

Illustrations, descriptions and weights on the Company’s website or given in any catalogues and statements (written or oral) by any representative of the Company are provided to give the Purchaser an approximate picture or description of the article concerned and do not form the basis of any contractual liability. No warranty or condition that the article shall accord with such illustration description or statement is to be implied and any warranty or condition capable of arising is hereby expressly excluded. Designs are subject to alteration without notice.

4.1 The Company’s quotations are given without commitment and no Sales Contract between the Company and the Purchaser shall arise unless and until the Company has accepted an Order in writing via its Sales Order Acknowledgement.
4.2 Quotations shall be valid for a period of 30 days from the date of issue or (if different) the period specified with the quotation itself but the Company reserves the right to withdraw the tender or Quotation within the said 30 days.
4.3 No quotation or tender by the Company nor the publication by the Company of any other document shall place the Company under any duty or liability to the Purchaser to and whilst all care will be taken in the production of such tender, Quotation and/or other document the accuracy thereof is not guaranteed and same shall not form part of the Sales Contract between the Company and the Purchaser, nor be deemed to be a representation inducing the Purchaser to enter into or finalise the Sales Contract.
4.4 Quotations will be provided to the Purchaser using the Purchaser’s email address as provided to the Company when the Purchaser requests a Quotation. If the Purchaser does not want the Company to use their personal data by electronic means (e-mail or SMS) with information in future about Company news and similar goods and services to those which were the subject of a previous sale or Quotation to the Purchaser, then the Purchaser must contact the Company via: feedback@hydraulicsonline.com.

5.1 The contract price in the Sales Contract is based on information available to the Company at the date thereof. If between that date and the date on which the goods are delivered to the Purchaser there shall be any increase in the cost of materials, labour or other costs relating (direct or indirectly) to the cost of the goods, the Company shall have the right to increase the contract price in this Sales Contract to take account of the said increased costs.
5.2 Orders will be charged out at prices and will be subject to discount rates (if any) current at time of delivery.
5.3 All prices are subject to Value Added Tax and any other government duty or tax applicable.
5.4 Unless otherwise stated in writing all prices stated are ex-factory and the Purchaser shall be charged extra with any packaging and delivery costs (if any).
5.5 Any extra costs incurred by the Company on account of delays, interruptions or suspension of work due to the Purchaser’s failure to supply information or to default on the part of the Purchaser shall be added to the contract price.

6.1 Credit accounts may only be opened at the Company’s discretion and subject to satisfactory references being given. Where no credit account exists, payment must be sent with order.
6.2 When considering an application for credit facilities by the Purchaser, the Company may make a search with a credit reference agency or other source on the Purchaser and/or its principal directors and maintain a copy of such search on file.
6.3 The Company shall retain the right to refuse credit facilities without having to divulge its reason for doing so.
6.4 Credit accounts shall be settled within 30 days from the date of invoice, notwithstanding the fact that delivery may not have taken place and the property of the goods has not passed to the Purchaser.
6.5 In all cases, all bank charges are for the account of the Purchaser.
6.6 Non-payment on or before the due date shall entitle the Company without prejudice to any other rights to:
i) suspend any further delivery of goods whether under this Sales Contract or any other;
ii) repossess the goods (the Purchaser granting the Company all necessary access) and;
iii) receive interest and compensation in accordance with our rights under the Late Payment of Commercial Debts (Interest) Act, 1998.
6.7 The Purchaser shall not be entitled to delay payment of the price or any part thereof on the grounds that it has a claim or set-off against the Company.
6.8 The Company shall have a lien on all the goods of the Purchaser from time to time in the possession of the Company whether pursuant to this Sales Contract or otherwise for all amounts due to the Company hereunder or otherwise. If the Purchaser does not discharge the lien within twenty-eight days of it being imposed, by payment of all amounts due, the Company shall have the right to sell the goods, the subject of the lien and to deduct from the net proceeds of sale all amounts due to the Company.

7.1 The delivery dates stated in the Company’s Quotation or its Sales Order Acknowledgement are only approximate and not conditions of the Sales Contract. Whilst every reasonable effort will be made to keep the given delivery dates the Company shall be under no liability whatsoever if delivery is delayed for any reason beyond the Company’s immediate control. In particular the Company does not accept liability for any direct or indirect loss arising from delayed delivery in those circumstances.
7.2 Delivery dates as given shall mean ex-factory and shall date from despatch of the Company’s Sales Order Acknowledgement of the Purchaser’s order or receipt by the Company of all necessary information to enable the Company to commence work or the Purchaser’s payment where no credit account exists whichever is the latter.
7.3 In case of despatch the Company has the absolute right to select the method and route of carriage of the goods.
7.4 If the Purchaser is unwilling or unable to accept delivery at the premises stated on the Purchase Order (or in the case of an Export Sale to accept the shipping documentation) the Company shall have the right in addition to any other rights granted by these conditions to make a storage charge for goods not so delivered and also to recover from the Purchaser all transport and handling costs.
7.5 After a period of fourteen days has elapsed after the failure by the Purchaser to accept delivery of the goods (or accept the documents) the Company shall have the power (but no duty) to sell the goods for the account of the Purchaser and apply the proceeds of sale in diminution of any amount due to the Company from the Purchaser hereunder, or any other amounts whatsoever due to the Company from the Purchaser.

8.1 The Purchaser shall advise the Company in writing of shortages of delivery or damage to goods within 48 hours of delivery, specifying the shortage or damage and provided that the delivery note is marked “unexamined”.  If the Purchaser fails to give any such notice, the products shall be conclusively presumed to be, in all respects, in accordance with the order and free from apparent defects, deviation or non-conformance, and the Purchaser shall be deemed to have accepted the products accordingly.
8.2 The carrier and the Company must be given an opportunity to inspect the goods before any resale or use is made thereof or any alteration or modification is made thereto by the Purchaser.
8.3 In the event of non-delivery, claims must be sent in writing to the carrier and to the Company within ten days of the date of the Company’s advice note or invoice or other notification of dispatch, or such shorter time limit as may be specified in any conditions of the carrier.
8.4 Where goods have been consigned by an outside carrier the Purchaser shall comply in all respects with the carrier’s conditions for notifying claims.
8.5 Goods which are the subject of a complaint should be returned carriage paid to the Company and must be accompanied by full details of the complaint.
8.6 In no case will the Purchaser be entitled to reject the goods on the grounds of shortage.

9.1 The risk in the goods shall pass to the Purchaser on the date of despatch or collection from the Company’s premises or those of the Company’s own supplier or agent where goods are shipped direct to the Purchaser. Unless agreed to otherwise, the goods shall be shipped at the Purchaser’s risk.
9.2 Where the Purchaser refuses to accept delivery, goods shall nevertheless be at the Purchaser’s risk.

10.1 The title in the goods supplied shall not pass to the Purchaser until such time as the Purchaser shall have paid to the Company the price due under the Sales Contract together with the full price of any other goods the subject of any contract between the Company and the Purchaser. In the case of instalment deliveries, no title in any goods supplied pursuant to that order shall pass until payment has been made in full for that order.
10.2 Until such time as the Purchaser has paid the full price and becomes the owner of the goods:
i) They shall be held by the Purchaser in a fiduciary capacity and stored by the Purchaser at its premises in such a manner that they are clearly identifiable as the goods of the Company and shall be kept separate from any other goods whether or not supplied by the Company
ii) They shall be handed over to the Company on demand and the Company shall be entitled to re-take possession of them without prejudice to any of its other rights to against the Purchaser and the Company is hereby granted a licence to enter into the Purchaser’s premises where they are stored or reasonably thought to be stored for the purpose of repossessing the goods.
10.3 The Purchaser shall be free to sell any goods in the ordinary course of its business so as to pass good title to any third party, provided always that claims for proceeds from such resale shall be deemed to be assigned to the Company. Proceeds from such re-sales received by the Purchaser shall be held by it on trust for the Company to the extent necessary to effect full payment to the Company and the Purchaser shall if required by the Company immediately upon such resale notify the Company with full details of such resale. Furthermore, the Company shall be entitled to notify the ultimate Purchaser that such resale price is to be paid direct to the Company.

11.1 The Purchaser has responsibility to satisfy itself that the goods are suitable in all respects for the Purchaser’s purpose and the Purchaser shall inform the Company in writing of any special circumstances or conditions affecting or liable to affect the use or performance of the goods.
11.2 Unless the Purchaser specified in writing at the time of order any particular tolerances concerning dimensions, lengths or weight and supplied all necessary and sufficient detail in such specification the goods will be supplied in accordance with a Quality Description or normally commercially acceptable standards and will be of ordinary commercial quality. The Company is to be sole judge of the adequacy or otherwise of the details supplied by the Purchaser.
11.3 If there are no quality stipulations in the Purchaser’s order the order shall be deemed to relate to and to require no more than ordinary commercial quality or the standard of quality which is customary for the type of goods ordered and the Company shall be entitled to deliver and charge for goods supplied within the usual production tolerances.
11.4 The Company shall not be obliged to produce test and performance certificates or safety critical certificates unless requested by the Purchaser and accepted by the Company in writing.

12.1 If special tests are required these must be specified at the time the Purchaser places the order and will be charged for as extra at the Company’s discretion and shall be carried out, unless otherwise agreed, at the manufacturer’s premises.
12.2 If the Purchaser, or the Purchaser’s representative requests to attend tests then in the event of any delay on the Purchaser’s part in attending such tests after seven days’ notice that the Company is ready, the test will proceed in the absence of the Purchaser and shall be deemed to have been made in the Purchaser’s presence and to the Purchaser’s satisfaction.

13.1 The Company warrants that insofar as the goods are of its own manufacture the goods shall at the time of delivery be free from defects in workmanship and materials. If any goods do not conform to this warranty the Company will have the absolute discretion to either:
13.1.1 replace the goods found not to conform to the warranty
13.1.2 take such steps as the Company deems necessary to bring the goods into a state where they are free from such defects, or
13.1.3 take back the goods found not to conform to the warranty and refund the appropriate part of the purchase price Provided that the liability of the Company shall in no event exceed the purchase price of the goods, and performance of any one of the above options shall constitute an entire discharge of the Company’s liability under this warranty.
13.2 The foregoing warranty is conditional upon:
13.2.1 the Purchaser giving written notice to the Company of the alleged defect in the goods, such notice to be received by the Company within seven days of the time when the purchaser discovers or ought to have discovered the defect and in any event within six months of delivery of the goods, and
13.2.2 the Purchaser affording the Company a reasonable opportunity to inspect the goods and, if so requested by the Company returning the allegedly defective goods to the Company’s works, carriage prepaid, for inspection to take place there.
13.3 Insofar as the goods are not of its own manufacture, the Company itself gives no undertaking or guarantee in respect of their description, quality or fitness for purpose but does undertake that (in the event that any defect in the workmanship or materials is notified to it within fourteen days of delivery of the goods), it will use its best endeavours to secure recompense from its own supplier in respect thereof and it will pass on to the purchaser the benefit of any guarantees or indemnities given to it in respect thereof by its supplier.
13.4 Save as provided in paragraphs 13.1 and 13.3 and in Section 12 of the Sale of Goods Act 1979:
13.4.1 all conditions and warranties, express or implied, as to the quality or fitness for any purpose of the goods are hereby expressly excluded, and
13.4.2 the Company shall be under no liability for any loss or damage (whether direct, indirect or consequential) howsoever arising which may be suffered by the purchaser.
13.5 In the event that, notwithstanding the foregoing provisions of this Condition, the Company is found liable for any loss or damage suffered by the purchaser, that liability shall in no event exceed the purchase price of the goods.
13.6 The foregoing provisions of this Condition shall not apply to sales which are made to persons who deal as consumers (as that expression is defined in Section 12 of the Unfair Contract Terms Act 1977) unless the contract is an international supply contract (as described in Section 26 of that Act).
13.7 There shall be no claim for Warranty by the Purchaser where goods supplied by the Company have been:
i) incorrectly installed;
ii) modified or tampered with in any way;
iii) repaired other than by the Company or its duly authorised agents;
iv) misused;
v) operated without observance of the instructions or information contained in operating instructions booklet or similar documents issued by the Company from time to time.
13.8 If on examination the goods are found to be free from defect the Purchaser shall be liable for all costs involved in connection with inspection.

14.1 Any claim by the Purchaser against the company pursuant to Clause 3 hereof shall be notified in writing to the Company within 10 days of delivery of the goods.
14.2 If the Purchaser presents a claim pursuant to Clause 8 hereof then the Company shall if it accepts the claim have the absolute discretion to adopt one of the following courses:
i. Replacing the goods
ii. Repairing the goods
iii. Paying compensation which in the Company’s view is reasonable.
If the Company decides to replace the goods then the Purchaser shall be responsible for and shall pay the cost of returning the goods to the Company prior to such replacement being delivered the Purchaser giving the Company the opportunity within reasonable time. The Company shall not be liable in any event for any loss arising out of the exercise or its discretion in accordance with the above.
14.3 Save as stated in Clause 8.2 (and save in respect of death or personal injury resulting from the negligence of the Company its servants or agents) the Company shall not be liable for any claim or claims for direct or indirect consequential or incidental injury loss or damage made by the Purchaser against the Company whether in contract or in tort (including negligence on the part of the Company its servant or agent) arising out of or in connection with any defect in the goods or their fitness or otherwise for any particular purpose or any act omission neglect or default of the Company its servants or agents.
14.4 Without prejudice to the foregoing the Company’s liability for any loss or damage shall not in any event exceed the contract price for the goods.
14.5 All processing of or any work done on the Purchaser’s goods is entirely at the Purchaser’s risk and the Company accepts no liability for damage to such goods howsoever arising and the Purchaser shall indemnify the Company against all damages penalties costs and expenses to which the Company may become liable as a result of the use of such goods.

The Purchaser shall indemnify the Company and keep the Company fully effectively indemnified against any and all liability, loss, costs, expenses, claims or proceedings whatsoever (including any liability of the Company to any third party whether for loss of or damage to property or injury to or death of any person) arising out of or in consequence of or in respect of the manufacture of the goods or any part of the goods or the application of any process to the goods or any part of the goods in accordance with or in compliance with any specification submitted by or any instruction given by or any design of the Purchaser.

16.1 Any specifications, plans, drawings or designs supplied to the Company by the Purchaser in connection with the Sales Contract shall remain the property of the Purchaser and shall be treated as confidential by the Company, provided always that the Purchaser shall indemnify the Company against all damages, penalties, costs, and expenses arising out of infringement or alleged infringements of any intellectual property rights as a result of any work carried out in accordance with the Purchaser’s specification and instructions.
16.2 Whilst every reasonable endeavour will be made by the Company to avoid infringement of third-party rights, no presentation or warranty is made to the Purchaser that goods supplied pursuant to this Sales Contract do not infringe the intellectual property rights of any third party.

17.1 The Company reserves the right at its sole discretion by written notice to suspend or cancel any Sales Contract or any part of any Sales Contract and without prejudice to any other rights which it may have:
i) if compelled to do so by reasons beyond the Company’s reasonable control including but not limited to strikes, lockouts, accidents, trade disputes, trade sanctions, Acts of God, Force Majeure, breakdown of plant or machinery or shortage or unavailability or delay of raw material or components (imported or otherwise) from normal sources of routes of supply.
ii) in the event of failure by the Purchaser to comply with any of its obligations under this contract, or
iii) if the Company is reasonably of the opinion that the Purchaser (being an individual) is not in a position to meet its commitments to the Company or (being a limited company) enters into liquidation whether compulsorily or voluntarily (otherwise than for the purpose of amalgamation or reconstruction) or compounds with its creditors or has a receiver or manager appointed in respect of all or any part of its assets or is the subject of an application for an administration order or is the subject of any proposal under Part 1 of the Insolvency Act 1986 for a composition in satisfaction of its debts or if it carries out or undergoes any analogous act or proceeding under foreign law.
iv) if the Company is reasonably of the opinion that the business activities of the Purchaser contravene the Company’s published Business Partners Code of Conduct.
17.2 Any such suspension of delivery or termination of the Sales Contract by the Company shall be without prejudice to any rights that the Company may have against the Purchaser and shall not constitute a breach by the Company of its duties hereunder and the Company shall not be liable to the Purchaser for any delay and/or damage caused by reason of such cancellation or suspension and in the event of suspension, dates for the delivery of the goods shall be deferred to take account of such suspension.

Sales Contracts are not subject to cancellation without the Company’s written consent. The Company reserves the right to refuse purported cancellation of any Sales Contract or any part thereof and to demand full payment of the price for the same, although the Company may at its sole discretion accept any cancellation upon such terms as it thinks fit. Where cancellation is accepted the Company shall in addition to any express terms of acceptance of cancellation be entitled to re-imbursement of any costs incurred by the Company in connection with the Sales Contract.

If the Purchaser fails to make payment for the goods in accordance with the Sales Contract or commits any breach of these conditions of sale or if any distress or execution shall be levied upon any of the Purchaser’s goods or if the Purchaser offers to make any arrangement with its creditors or commits an act of bankruptcy or if any petition in bankruptcy is presented against the Purchaser or the Purchaser is unable to pay its debts as they fall due or if being a limited company any resolution or petition to wind up the Purchaser (other than for the purpose of amalgamation or reconstruction without insolvency) shall be passed or presented or if a received administrator, administrative receiver or manager shall be appointed over the whole or any part of the Purchaser’s business or assets or if the Purchaser shall suffer any analogous proceedings under foreign law all sums outstanding in respect of the goods shall become payable immediately. The Company may in its absolute discretion and without prejudice to any other rights which it may have:
i. Suspend all future deliveries of Goods to the Purchaser and/or terminate the Sales Contract without liability upon its part, and/or
ii. Exercise any of its rights pursuant in Clause 10 hereof.

The Company reserves the right to sub-contract the whole or any part of this Sales Contract the benefit of which may not be assigned without prior written consent of the Company.

Where the Goods are to be exported to the purchaser:
21.1 The Uniform Laws on International Sales Act 1967 shall not apply to the Sales Contract
21.2 Payment will be in Pounds Sterling in England and all bank charges shall be for the Purchaser’s account.
21.3 The goods will be sold “EX WORKS (EXW)” or “DELIVERED AT PLACE (DAP)”, as defined in the International Chamber of Commerce 2020 Incoterms rules, at the option of the Company and the Company will be under no obligation to give the purchaser notice as specified in Section 32(3) of the Sale of Goods Act 1979.
21.4 In the cost of an Export Sale notwithstanding anything herein to the contrary, the Company shall perform and discharge its duties by presenting the shipping documents, i.e. the invoice and Bill of Lading or Delivery Order to the Purchaser. Where the Sales Contract is on Cost Insurance and Freight (CIF) or Cost and Freight (CFR) terms, the Bill of Lading shall be freight prepaid and in the case of a CIF contract the certificate of insurance shall be deemed to be a shipping document.
21.5 In the case of an Export Sale the Purchaser hereby warrants that if an Import License or permit is required for the importation of the goods into the country of destination then such import License or permit has been obtained or will be obtained prior to shipment.

All notices and other documents to be served by one part on the other shall be in writing and deemed duly delivered or served within three days of posting if posted by first class or airmail prepaid post or by facsimile transmission to the address of the other party stated in the Sales Contract.