Sales Terms and Conditions

Products and Services

1. EMC Hire offers for sale various products as specified in its catalogues, price lists, quotations, or other promotional materials from time to time.
2. All product descriptions, specifications, and images provided by EMC Hire are indicative only and EMC Hire reserves the right to amend product specifications without prior notice.
3. EMC Hire sells Products that include both products manufactured by EMC Hire and products supplied by third-party manufacturers and suppliers.
4. The availability of Products is subject to stock levels and supplier availability, and EMC Hire does not guarantee continuous availability of any product.
5. EMC Hire may provide ancillary services in connection with the sale of Products, including but not limited to product information, technical support, and delivery coordination.
6. Any services provided by EMC Hire are incidental to the sale of Products and are provided on an "as is" basis without warranty of any kind.
7. EMC Hire reserves the right to discontinue any Product or service at any time without prior notice to the Buyer.

Orders and Acceptance

8. The Buyer may place an Order by submitting a written purchase order to EMC Hire containing the product description, quantity, requested delivery date, and Delivery Address.
9. All Orders are subject to acceptance by EMC Hire in its sole discretion and EMC Hire reserves the right to reject any Order without providing reasons.
10. EMC Hire shall issue an Order Confirmation within five Business Days of receiving an Order, which shall specify the Products, quantities, Price, and estimated delivery timeframe.
11. A Contract shall be formed only upon EMC Hire's issue of an Order Confirmation to the Buyer
12. EMC Hire may cancel or modify any Order Confirmation at any time before delivery if the Products become unavailable or if the Supplier changes the specifications or pricing.
13. The Buyer acknowledges that all Orders, once confirmed by EMC Hire, are non-cancellable and binding upon the Buyer.
14. Any requested changes to confirmed Orders must be agreed in writing by EMC Hire and may result in additional charges or extended delivery times.

Pricing

15. The Price for Products shall be as quoted by EMC Hire in writing or as displayed on EMC Hire's current price list at the time the Order is placed.
16. All Prices are exclusive of VAT and any other applicable taxes, duties, or charges, which shall be payable by the Buyer in addition to the Price.
17. EMC Hire reserves the right to amend Prices at any time without notice, provided that such amendments shall not affect Orders already accepted by EMC Hire
18. The Buyer shall be responsible for all delivery charges, insurance costs, and any other charges incurred in connection with the supply of Products unless expressly stated otherwise in the Order Confirmation.
19. Where Products are sourced from a Supplier and the Supplier increases its prices after Order acceptance, EMC Hire may pass on such price increases to the Buyer upon written notice.
20. All Prices quoted are valid for thirty (30) days from the date of quotation unless otherwise specified in writing by EMC Hire.

Payment Terms

21. For account holders, payment of all charges including delivery charges are to be made within 30 days of the date of invoice is issued upon order confirmation or dispatch of goods
22. Where an invoice is outstanding for over 30 days, we reserve the right to refuse any new transactions until payment made in full.
23. EMC Hire may suspend delivery of any Order if payment becomes overdue under any contract between EMC Hire and the Buyer.
24. All charges must be paid without withholding or set off on account of disputes, counterclaims or for any other reason whatsoever.
25. For non-account holding buyers, payment in advance will be required. An account may be applied for subject to status and a satisfactory credit check.
26. All payments must be made in pounds sterling unless otherwise agreed in writing by EMC Hire
27. Time for payment shall be of the essence.
28. All Prices are exclusive of VAT, which shall be added at the prevailing rate where applicable.
29. EMC Hire reserves the right to charge interest on overdue amounts at a rate of four percent (4%) per annum above the Bank of England base rate from time to time, calculated on a daily basis from the due date until payment is received in full.

Delivery and Risk

30. Delivery Method and Location: EMC Hire shall deliver the Products to the Shipping Address specified by the Buyer in the Order or such other address as may be agreed in writing between the parties.
31. Delivery Timeframes: EMC Hire will use reasonable endeavours to deliver Products within any timeframe specified in the Order Confirmation, but time shall not be of the essence and EMC Hire shall not be liable for any delay in delivery.
32. Risk Transfer: Risk in the Products shall pass to the Buyer upon delivery of the Products to the Delivery Address, regardless of whether the Buyer is present to accept delivery.
33. Failed Delivery: If EMC Hire is unable to deliver the Products due to the Buyer's failure to accept delivery or provide adequate delivery instructions, EMC Hire may store the Products at the Buyer's risk and expense.
34. Delivery Charges: Unless otherwise specified in the Order Confirmation, delivery charges shall be borne by the Buyer and will be added to the Price.
35. Inspection Upon Delivery: The Buyer shall inspect the Products immediately upon delivery and notify EMC Hire in writing within 48 hours of delivery of any shortage, damage, or defect that is apparent on reasonable inspection. Buyer must keep original packaging for any warranty return and provide photographic evidence of transit damage within 48 hours. The buyer must also perform functional tests to verify correct operation within 48 hours.
36. Deemed Acceptance: If the Buyer fails to notify EMC Hire of any shortage, damage, or defect within the timeframe specified in clause 35, the Products shall be deemed to have been delivered in accordance with the Contract and accepted by the Buyer.

Title and Ownership

37. Title to the Products shall pass from EMC Hire to the Buyer upon payment in full of the Price and all other amounts due under the Contract.
38. Risk in the Products shall pass to the Buyer upon Delivery, regardless of whether title has passed.
39. Until title passes to the Buyer, the Buyer shall hold the Products as bailee for EMC Hire and shall store them separately and in a manner which makes them readily identifiable as belonging to EMC Hire.
40. If the Buyer becomes insolvent or enters into any arrangement with creditors before title has passed, EMC Hire may recover the Products and the Buyer grants EMC Hire an irrevocable right to enter any premises where the Products are stored to repossess them.
41. The Buyer's right to possession of the Products shall terminate immediately if payment becomes overdue or the Buyer becomes insolvent.

Warranties

42. Warranties for Third-Party Products. Products sourced from third-party manufacturers are sold with the Manufacturer's Warranty only. EMC Hire provides no additional warranties, guarantees, representations, or conditions of any kind in respect of such Products, whether express or implied.
43. Warranties for EMC Hire Manufactured Products. Products manufactured by EMC Hire are warranted to be free from defects in materials and workmanship for a period of twelve (12) months from the date of Delivery (the "EMC Hire Warranty Period"), subject to the following conditions:

    a) the Products have been used in accordance with any instructions or guidelines provided by EMC Hire;

    b) the Products have not been modified, altered, or repaired by any person other than EMC Hire or its authorised representatives;

    c) the defect has not arisen from normal wear and tear, misuse, neglect, accident, or improper storage; and

    d) the Buyer has notified EMC Hire in writing of the defect within the EMC Hire Warranty Period, providing reasonable details of the alleged defect.

44. EMC Hire Warranty Remedy. If a valid warranty claim is made in respect of an EMC Hire manufactured Product within the EMC Hire Warranty Period, EMC Hire shall, at its sole discretion, either repair or replace the defective Product or refund the Price paid for the defective Product. This shall be the Buyer's sole and exclusive remedy in respect of any breach of the warranty set out in clause 43.
45. Exclusion of Implied Warranties. To the fullest extent permitted by law, EMC Hire excludes all implied warranties, conditions, and terms including but not limited to warranties of merchantability, fitness for a particular purpose, satisfactory quality, and non-infringement.
46. Third-Party Warranty Claims. Any warranty claims in respect of Products sourced from third-party manufacturers must be made directly to the relevant manufacturer in accordance with the terms of the Manufacturer's Warranty. EMC Hire shall not be responsible for processing, facilitating, or honouring any warranty claims in respect of such Products, but may, at its discretion, provide reasonable assistance to the Buyer in contacting the manufacturer.
47. No Guarantee of Performance. EMC Hire makes no guarantee that the Products will meet the Buyer's specific requirements or that the operation of the Products will be uninterrupted or error-free.
48. Limitation of Representations. Any technical specifications, descriptions, or other information provided by EMC Hire are provided for general guidance only and do not constitute warranties, guarantees, or binding commitments as to the performance or characteristics of the Products.

Limitation of Liability

49. To the maximum extent permitted by law, EMC Hire's total liability to the Buyer arising out of or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the Price paid by the Buyer for the specific Products giving rise to the claim.
50. EMC Hire shall in no circumstances be liable for:

    a) any indirect, special, or consequential loss;

    b) loss of profits;

    c) loss of business;

    d) loss of product;

    e) loss of use;

    f) loss of contract;

    g) loss of goodwill;

    h) punitive and/or exemplary damages;

51. even if such loss was or should have been in EMC Hire’s contemplation upon entering the contract.
52. The limitations and exclusions in this section ‘Limitation of Liability’ shall apply whether or not EMC Hire has been advised of the possibility of such losses or damages.
53. Notwithstanding anything else contained herein, EMC Hire does not exclude any liability for:

    a) death or personal injury resulting from its negligence;

    b) fraudulent misrepresentation;

    c) any other liability that cannot be excluded or limited by applicable law.

54. The Buyer acknowledges that the Price has been set in reliance on the limitations and exclusions of liability set out in this section ‘Limitation of Liability.
55. EMC Hire shall not be liable for any claim or court proceedings which are brought against it more than 12 months after the event which is the subject of those proceedings.

Cancellation

56. All Orders placed with EMC Hire are final and binding upon acceptance and cannot be cancelled by the Buyer for any reason.
57. EMC Hire does not accept returns of any Products sold, regardless of condition, suitability, or the Buyer's change of requirements.
58. All sales are final and non-refundable. No refunds, credits, or exchanges will be provided under any circumstances.
59. The Buyer acknowledges that they have satisfied themselves as to the suitability of the Products for their intended purpose prior to placing an Order.
60. This policy applies to all sales regardless of whether the Buyer is an Account Holder or Non-Account Holder.
61. The provisions of this section ‘Cancellation’ shall survive termination or expiry of the Contract.
62. The termination sum in relation to any termination of the contract shall be determined in accordance with the following formula:

Entire Agreement

63. These Terms and Conditions, together with any Order Confirmation, constitute the entire agreement between the parties relating to the subject matter hereof and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral.
64. These Terms and Conditions shall prevail over any conflicting or additional terms contained in any purchase order, acknowledgment, or other communication from the Buyer, unless specifically agreed to in writing by EMC Hire.
65. No representation, undertaking or promise shall be taken to have been given or be implied from anything said or written in negotiations between the parties prior to such contract except as expressly stated in these Terms and Conditions.
66. Neither party has entered into these Terms and Conditions in reliance upon any representation, warranty or undertaking of the other party except as expressly set out herein.

Assignment

67. The contract evidenced by these terms and conditions of business may not be assigned by either party without the consent of the other party.

Waiver

68. Failure to enforce any of these terms is not a waiver of a party’s rights and shall not prejudice its rights to take action in respect of the same or any later breach.

Severability

69. If any provision of these Terms and Conditions is held to be invalid, illegal, or unenforceable by any court or regulatory authority of competent jurisdiction, such provision shall be deemed severed from these Terms and Conditions.
70. The invalidity, illegality or unenforceability of any provision shall not affect or impair the validity, legality, and enforceability of the remaining provisions of these Terms and Conditions.
71. If any provision is held to be invalid, illegal, or unenforceable, the parties shall negotiate in good faith to replace such provision with a valid, legal, and enforceable provision that achieves, to the greatest extent possible, the economic, legal, and commercial objectives of the original provision.
72. In the event that the parties cannot agree on a replacement provision within thirty (30) days of the provision being held invalid, illegal, or unenforceable, these Terms and Conditions shall continue in force without the invalid provision.

Force Majeure

73. Neither party shall be liable for any failure or delay in performing their obligations under these Terms and Conditions which is due to a Force Majeure Event.
74. A party affected by a Force Majeure Event shall promptly notify the other party in writing of the nature and extent of the circumstances giving rise to the Force Majeure Event.
75. If a Force Majeure Event prevents, hinders, or delays either party's performance of its obligations for a continuous period of more than three months, either party may terminate the affected order by giving written notice to the other party.
76. Where EMC Hire is prevented from delivering Products due to a Force Majeure Event, EMC Hire may at its sole discretion either:

    a) suspend delivery until the Force Majeure Event ceases; or

    b) source alternative products of similar specification from alternative suppliers, with any additional costs to be borne by the Buyer.

77. The party affected by the Force Majeure Event shall use reasonable endeavours to mitigate the effects of the Force Majeure Event and to resume performance of its obligations as soon as reasonably practicable.

Notices

78. Any notice to be given by either party to the other shall be in writing, shall be sent by first class pre-paid post to the other party’s registered office or to such other address as to which any party may from time to time notify the other and shall be deemed to be served 2 days after the date of posting.
79. In proving such service, it shall be sufficient to prove that the envelope containing such notice was addressed to the address of the relevant party and delivered either to that address or into the custody of the postal authorities.

Third Party Rights

80. 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.

Amendments

81. EMC Hire may amend these Terms and Conditions at any time by giving the Buyer not less than thirty (30) days' written notice of such amendments.
82. Amendments shall take effect on the date specified in the notice and shall apply to all Orders placed after such date.
83. Any amendments must be in writing and signed by an authorised representative of EMC Hire.
84. The Buyer's continued use of EMC Hire's services or placement of Orders after the effective date of any amendments shall constitute acceptance of such amendments.
85. No amendments proposed by the Buyer shall be binding on EMC Hire unless expressly agreed to in writing by an authorised representative of EMC Hire.

Governing Law and Jurisdiction

86. These Terms and Conditions and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
87. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms and Conditions or their subject matter or formation (including non-contractual disputes or claims).
88. Nothing in this clause shall limit the right of EMC Hire to take proceedings against the Buyer in any other court of competent jurisdiction, nor shall the taking of proceedings in any one or more jurisdictions preclude the taking of proceedings in any other jurisdictions, whether concurrently or not, to the extent permitted by the law of such other jurisdiction.