Terms & Conditions of Sale

TrueNorth Engineering Ltd · Company No. 16656448 · Manchester, United Kingdom

These Terms and Conditions apply to the sale of goods and services by TrueNorth Engineering Ltd. Please read them carefully.

1. Application of Terms

These Terms and Conditions (“Contract”) apply to the sale of goods and services (“Goods”) by TrueNorth Engineering Ltd (“we” or “Supplier”) to any buyer (“you” or “Customer”). By placing an order, accepting a quotation, or taking delivery of the Goods, you agree to these Terms and Conditions, which override any other terms you may seek to impose or incorporate.

2. Goods

• Goods will be manufactured and/or supplied in accordance with drawings, specifications, or samples agreed in writing.
• Unless otherwise agreed, standard machining and fabrication tolerances apply.
• You acknowledge that you have not relied on any representation other than those expressly set out in our quotation or confirmation.

3. Price

• The price (“Price”) is as set out in our quotation or as otherwise agreed in writing.
• Prices exclude VAT, packaging, and delivery unless stated otherwise.
• We reserve the right to adjust prices if our costs increase due to factors beyond our control, upon notice to you.

4. Tooling, Fixtures & Intellectual Property

• Any tooling, fixtures, CAD/CAM programs, or jigs created by us remain the property of TrueNorth Engineering Ltd unless purchased separately.
• All drawings, designs, and specifications supplied by you remain your responsibility for accuracy and suitability.
• We will maintain confidentiality of your intellectual property; you agree the same regarding ours.

5. Customer-Supplied Material

Where you provide free-issue materials or components, we are not responsible for defects, wastage, or failures arising from such inputs.

6. Cancellation and Alteration

• Quotations remain valid for 14 days unless withdrawn earlier.
• Orders may not be cancelled once accepted without our written consent. Costs incurred up to cancellation may be charged to you.

7. Payment

• Invoices are payable within 30 days of the invoice date unless otherwise agreed in writing.
• Late payments may incur interest at 5% above the Bank of England base rate.
• Payment must be made in full without deduction or set-off.

8. Delivery & Lead Times

• Delivery dates are estimates only; time is not of the essence.
• Unless otherwise agreed, delivery is “Ex-Works.”
• Containers or pallets supplied by us must be returned within 7 days or may be charged separately.

9. Divisibility

We may deliver Goods in instalments. Each instalment is a separate contract and must be paid in full under these terms.

10. Inspection and Acceptance

• You must inspect Goods upon delivery and notify us in writing within 3 days of any defects or shortages.
• Returned Goods will only be accepted if agreed by us after inspection.
• Risk and cost of returning Goods rests with you.

11. Risk and Title

• Risk passes to you on delivery.
• Title remains with us until full payment is received. Until then, Goods must be stored securely, kept insured, and not altered or resold.

12. Warranty

• We warrant Goods against defects in materials or workmanship for 12 months from delivery.
• This warranty excludes wear and tear, misuse, modification, or failure caused by customer-supplied materials.
• We provide no warranty that Goods are fit for your particular purpose.

13. Termination

We may terminate the Contract if you:

• Breach these Terms;
• Fail to make payment when due;
• Enter insolvency, liquidation, or administration proceedings.

14. Limitation of Liability

• Our total liability is limited to the Price of the Goods.
• We are not liable for consequential losses including loss of profits, downtime, or reputation.
• Nothing excludes liability for death, personal injury, or fraud caused by our negligence.

15. Communications

All notices must be in writing and sent by hand, email, or post to the last notified address. Notices are deemed delivered:

• Immediately if by hand;
• On dispatch if by email;
• Three days after posting if by ordinary mail.

16. Data Protection

We may process personal data in accordance with GDPR solely for fulfilling the Contract. Data will not be kept longer than necessary and will not be shared with third parties except as required to perform the Contract.

17. Force Majeure

We are not liable for delay or failure caused by events beyond our reasonable control.

18. No Waiver

Failure to enforce any right under these Terms does not constitute a waiver of future rights.

19. Governing Law & Jurisdiction

This Contract is governed by the laws of England and Wales. Disputes shall be subject to the exclusive jurisdiction of the English courts.