Alexander Fraser & Son Trading Ltd. T/A FRASERS AEROSPACE
TERMS AND CONDITIONS OF SALE AND BUSINESS – (v.1.0.2016)
In these Conditions:
‘BUYER’ means the person, firm or company to whom any quotation is addressed or with whom the Contract is made.
‘SELLER’ means Alexander Fraser & Son Trading Limited – trading in the name of Frasers Aerospace™ – registered in England and Wales under Company Registration number 03876072 and having its principal place of business at 1, St James Road, Brentwood, Essex, CM14 4LH, England.
‘GOODS’ means the products, materials, equipment, goods agreed to be supplied and sold to the Buyer in accordance with these Conditions as specified in the Sellers invoice to the Buyer.
‘CONDITIONS’ means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Buyer and Seller.
‘CONTRACT’ means the contract for the purchase and sale of the Goods.
2. BASIS OF THE SALE
2:1 The Seller shall sell and the Buyer shall purchase the goods in accordance with any written quotation of the Seller which is accepted by the Buyer, or any written order of the Buyer which is accepted by the Seller, subject in either case to these Conditions, which shall govern the Contract to the exclusion of any other terms and conditions.
2:2 All terms and conditions and exceptions referred to by the Buyer or contained within the Buyer’s order or in any other document or communication from the Buyer which amend or vary these Conditions are excluded.
2:3 No variation to these Conditions shall be binding unless agreed in writing by the Seller.
2:4 The Seller’s employees or appointed agent – acting on behalf of the Seller – are not authorised to make any representations concerning the Goods unless confirmed by the Seller in writing. The Buyer acknowledges that it does not rely on any such representations which are not so confirmed.
2:5 Any advice or recommendation given by the Seller or its employees or appointed agent – acting on behalf of the Seller – as to the storage, application or use of the Goods which is not confirmed in writing by the Seller is followed or acted upon entirely at the Buyers own risk, and accordingly the Seller shall not be liable for any such advice or recommendation which is not so confirmed.
2:6 Any typographical or other error in any quotation, acceptance of offer, invoice or other document or information issued by the Seller shall be subject to correction without any liability on the part of the Seller.
2:7 Any quotation is issued on the basis that no Contract will come into existence until the Seller despatches an acknowledgement of order to the Buyer.
3. PURCHASE ORDERS AND SPECIFICATIONS
3:1 No order submitted by the Buyer shall be deemed to be accepted by the Seller unless and until the earlier of, confirmation in writing or fulfilment of the order by the Seller.
3:2 The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order submitted by the Buyer, and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform the Contract in accordance with its terms.
3:3 The quantity, quality and description of and any specification for the Goods shall be those set out in the Sellers quotation (if accepted by the Buyer) or the Buyers order (if accepted by the Seller).
3:4 If the Goods are to be manufactured or any process is to be applied to the Goods by the Seller in accordance with a specification submitted by the Buyer, the Buyer shall indemnify the Seller against all losses, damages, costs and expenses awarded against or incurred by the Seller in connection with or paid by the Seller in settlement of any claim for infringement of any patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person which results from the Seller’s use of the Buyer’s specification.
3:5 The Seller reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable Aviation Authority statutory or EC requirements or, where the Goods are to be supplied to the Seller’s specification, which do not materially affect their quality or performance.
3:6 It is the Buyer’s responsibility to ensure that the Goods are suitable for the use the Buyer intends to make of them, having regard to the environment in which they will operate and the use to which they will be put and the Seller shall not be liable for any failure of the Goods to operate or perform as intended in such use/environment unless the intended use has been notified by the Buyer to the Seller and the Seller has given written approval.
4:1 No order which has been accepted by the Seller may be cancelled or reduced by the Buyer except with the Seller’s written agreement. The Buyer shall indemnify the Seller in full against all loss, costs and expenses incurred by the Seller as a result of any cancellation or reduction.
5. QUOTATIONS AND PRICE OF THE GOODS
5:1 The price of the Goods shall be the Seller’s quoted price or, where no price has been quoted (or a quoted price is no longer valid), the price listed in the Seller’s price list current at the date of acceptance of the order.
5:2 The Seller reserves the right, by giving notice at any time before delivery, to increase the price of the Goods to:
5:2:1 reflect any increase in the cost to the Seller which is due to any factor beyond the reasonable control of the Seller (for example but not limited to, foreign exchange fluctuation, increase in the cost of labour, materials or manufacture);
5:2:2 reflect any change in delivery dates, quantities or specifications for the Goods requested by the Buyer, or
5:2:3 delays caused by the Buyer’s instructions or the Buyer’s failure to give the Seller adequate information or instructions.
5:3 Except otherwise agreed in writing between the Buyer and the Seller, all prices are given by the Seller on an ex. works basis for the Buyer to arrange their own collection. Where the Seller agrees to deliver the Goods to the Seller’s premises or otherwise than at the Seller’s premises, the Buyer shall be liable to pay the Seller’s charges for transport, packaging and insurance. The price is exclusive of any applicable Customs and Excise duties, Fee’s etc, all of which shall be paid by the Buyer.
5:4 All quotations issued are valid for a period of 30 calendar days from the date of the quotation and the Seller reserves the absolute right to issue an amended and/or revised price quotation should, upon receipt of the Buyers order (outside of the 30 day provision), it is determined by the Seller that the original quotation pricing cannot be held for whatever reason. The original quotation will become void and the Goods will be requoted to the Buyer with the new quotation valid for another 30 day period.
5:5 Quotations to the Buyer requested in currencies other than pound Sterling are offered in foreign currency values as provided at the time (via XE currency converter on-line) and will be subject to examination and re-pricing upon receipt of the Buyers order should ForEx currency movements as shown on XE currency converter, upon the Buyer’s order receipt, render the quotation price unacceptable to the Seller.
6. PAYMENT TERMS
6:1 Subject to any special terms agreed in writing between the Buyer and the Seller, the Seller shall be entitled to invoice the Buyer for the price of the Goods on or at any time after despatch 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 case the Seller shall be entitled to invoice the Buyer for the price at any time after the Seller has notified that the Goods are ready for collection or (as the case may be) the Seller has tendered delivery of the Goods.
6:2 The Buyer shall pay the price of the Goods by Pro-Forma invoice requesting payment with order as standard practise (‘company policy’) for each and every order unless notified in writing by a duly authorised employee that credit terms have been granted over-riding the pre-payment terms in writing. That credit term will be for payment to be received 30 Days from the date of the invoice (‘the due date’), and the Seller shall be able to recover the price, notwithstanding that delivery may not have taken place and the property in the Goods has not passed to the Buyer. The time of payment of the price shall be of the essence of the Contract. Receipts for payment will be issued only upon request.
6:3 If the Buyer fails to make any payment on the due dates 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 to the Buyer and/or charge interest on the amount unpaid, at the rate set for late payment by the Late Payment of Commercial debts (Interest) Act 1998 where the buyer is acting in the course of a business and in other cases at the rate of 5% per annum above the current Barclays Bank plc base rate.
6:4 All payments shall be made in pounds Sterling into such bank account as the Seller shall nominate from time to time. No payment shall be deemed to have been received until the Seller has received cleared funds. The Buyer shall make all payments due under this Contract without any deduction whether by way of set-off, counterclaim or otherwise unless the Buyer has a valid court order requiring an amount equal to such deduction to be paid by the Seller to the Buyer. The Seller may appropriate any payment made by the Buyer to the Seller to such of the Goods as the Seller sees fit despite any purported appropriation by the Buyer.
7:1 Delivery of the Goods shall be made by the Seller delivering the Goods to a destination for an agreed price or by the Buyer collecting the Goods from the Seller’s premises after the Seller has notified the Buyer that the Goods are ready for collection.
7:2 Any dates quoted for the delivery of the Goods are approximate only and the Seller shall not be liable for any delay in the delivery of the Goods however caused. Time for delivery shall not be of the essence of the Contract.
7:3 Unless specifically stated on the quotation or order confirmation delivery of the Goods shall be regarded as complete if the quantity delivered is within 5% of the quantity ordered. It is the Buyer’s responsibility to make any necessary adjustments to subsequent orders.
7:4 Each delivery constitutes a separate Contract and failure of any delivery shall not vitiate the Contract as to other deliveries.
7:5 If the Seller fails to deliver the Goods (or any instalment) for any reason other than any cause beyond the Seller’s reasonable control or Buyer’s fault, and the Seller is liable to the Buyer under these Conditions, the Seller’s liability shall be limited to the Contract price for the delayed Goods.
7:6 If the Buyer fails to take delivery of the Goods or fails to give the Seller adequate delivery instructions at the time stated for delivery (otherwise than by reason of any cause beyond the Buyer’s reasonable control or by reason of the Seller’s fault) then, without prejudice to any other right or remedy available to the Seller, the Seller may store the Goods until actual delivery and charge the Buyer for the reasonable costs (including insurance) of storage or sell the Goods at the best price readily obtainable and (after deducting all reasonable storage, restocking and selling expenses) account to the Buyer for the excess over the price under the Contract or charge the Byer for any shortfall below the price under the Contract.
7:7 Goods for delivery to locations in the UK will not be insured unless specified by the Seller.
7:8 Forthwith after delivery of the Goods the Buyer will examine and inspect the Goods.
8:1 Risk of damage to or loss of the Goods shall pass to the Buyer as follows:
8:1:1 Goods to be delivered at the Seller’s premises: upon the Seller notification to the Buyer that the Goods are available for collection;
8:1:2 Goods to be delivered otherwise than at the Seller’s premises: at the time of delivery or, if the Buyer wrongfully fails to take delivery of the Goods, the time when the Seller tenders delivery.
8:2 Title and property in the Goods shall not pass to the Buyer until the Seller has full payment of the price of the Goods and all other goods agreed to be sold by the Seller to the Buyer for which payment is then due.
8:3 Until such time as the property in the Goods passes to the Buyer, the Buyer shall not hold the Goods as the Seller’s 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 the Buyer shall be entitled to resell or use the Goods in the ordinary course of its business.
8:4 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 so do so forthwith, to enter upon any premises of the Buyer or any third party where the Goods are stored and repossess the Goods.
8:5 The Buyer shall not be entitled to in any way charge by way of security any of the Goods which remain the property of the Seller, but if the Buyer does so all moneys owing by the Buyer to the Seller shall (without prejudice to any other right or remedy of the Seller) forthwith become due and payable.
9. WARRANTIES AND LIABILITY
9:1 Subject to the other provisions of these Conditions, the Seller warrants as follows:
9:1:1 In the case of Factory New Goods supplied by the Seller, where the Seller is not the manufacturer of the Goods, the Buyer shall be entitled to such assignable benefits of those warranties or guarantees (if any) as have been given to the Seller by the manufacturer.
9:1:2 In the case of any overhauled, repaired or reconditioned Goods the Buyer shall be entitled to the benefits of such assignable warranties or guarantees (if any) as have been given to the Seller by the repair organisation. The Seller shall be under no liability at any time in respect of any defect in the Goods supplied.
9:1:3 In the case of any surplus, used, unreleased, commercial or second-hand Goods, these are supplied “as is”, without warranty of any kind and the Seller shall be under no liability at any time in respect of any defect in the Goods supplied. All sizes, dimensions, capacities and all other information supplied, given or quoted by the Seller in relation to the Goods are not warranted correct by the Seller and should be verified by the Buyer.
9:1:4 In the case of new Goods manufactured and supplied by the Seller, the Seller warrants that (subject to the other Conditions) upon delivery such Goods will, and for a period of 12 months from the date of delivery, be free from defects in materials or workmanship.
9:2 The above warranty shall not apply in the following cases:
9:2:1 In respect of any defect in the Goods arising from any drawing, design or specification supplied by the Buyer;
9:2:2 In respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Seller’s or other applicable specifications and instructions as to storage and especially shelf-life, both ‘as delivered and required’ and particularly concerning on-going storage, installation, commissioning use or maintenance including and especially routine every-day Goods pre-use and after-care maintenance as specifically requested by the Goods manufacturer’s instructions for use, misuse or alteration or repair of the Goods without the Seller’s written approval.
9:2:3 If the total price for the Goods has not been paid by the due date for payment.
9:3 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.
9:4 Any claim by the Buyer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specification shall (whether or not delivery is refused by the Buyer) be notified to the Seller within 7 days and if the defect is as a result of damage in transit be notified to the Seller and the carrier within 3 days, of:
9:4:1 the date of delivery (where the defect would be apparent to the Buyer upon a reasonable inspection), or:
9:4:2 the date when the Buyer knew or ought reasonably to have known of the defect (where the defect would not be apparent to the Buyer upon a reasonable inspection). If delivery is not refused, and the Buyer does not notify the Seller accordingly, the Buyer shall not be entitled to reject the Goods and the Seller shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Goods had been delivered in accordance with the Contract.
9:5 Where any valid claim in respect of any of the Goods which is based on any defect in the quality or condition of the Goods or their failure to meet specification is notified to the Seller in accordance with these conditions and the Seller is liable under these Conditions, the Seller shall be entitled to repair or replace the Goods (or the part in question) free of charge or, at the Seller’s sole discretion, refund to the Buyer the price of the Goods (or a proportionate part of the price), but the Seller shall have no further liability to the Buyer.
9:6 Except in respect of death or personal injury caused by the Seller’s negligence (which if proved is not excluded), the Seller’s obligation in clause 9:5 above to repair, replace or refund shall constitute the full extent of the Seller’s liability in respect of any loss or damage sustained by the Buyer whether caused by breach of Contract or by misrepresentation or by negligence of the Seller, its employees or agents or arising from any other cause whatsoever and the Seller shall not be liable to the Buyer for any indirect, special or consequential loss or damage (whether for loss or profit or otherwise), costs, expenses or other claims for compensation whatsoever.
9:7 If the Seller requests, the Buyer shall, at the Buyer’s expense, return the Goods or the part of such Goods which is defective to the Seller.
10. FORCE MAJEURE
The Seller shall not be liable for delay in or failure to perform any of the Seller’s obligations under these Conditions if the delay or failure was due to any clause beyond the Seller’s reasonable control (including without limitation Act of God, explosion, flood, tempest, fire or accident. Acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental or parliamentary authority including the CAA, EASA, import or export regulations. Industrial action, difficulties in obtaining raw materials, goods, labour, fuel, parts or machinery or power failure or breakdown in machinery, any act of terror whether direct or in-directly affecting the particular trade in Goods).
11. INTELLECTUAL PROPERTY
11:1 The Seller will indemnify the Buyer against all loss, damages, costs and expenses awarded against or incurred by the Buyer in connection with any claim that the Goods infringe or that their use or resale infringes the patent, copyright, trade mark or other intellectual property rights of any other person. This indemnity shall not apply to any infringement which is due to the Seller following or using any drawing, design or specification supplied by the Buyer or to the use of such Goods in a manner or for a purpose or in a foreign country not specified or disclosed to the Seller prior to the Seller making a quotation or to the use of such Goods in association or combination with any other article material or service not supplied by the Seller.
11:2 The indemnity contained in Clause 11:1 above is conditional on the Buyer giving the Seller the earliest possible notice in writing of any claim being made or action threatened or brought against the Buyer, the Seller being given control of proceedings or negotiations in connection with any claim and except pursuant to a final award, the Buyer shall not pay or accept any such claim, or compromise any such proceedings without the consent of the Seller (which shall not be unreasonably withheld).
12. INSOLVENCY OF THE BUYER AND TERMINATION
12:1 Clause 12:3 applies if:
12:1:1 The Buyer makes any voluntary arrangement with its creditors, becomes bankrupt, subject to an administration order, goes into liquidation, or ceases or threatens to cease, to carry on business;
12:1:2 an administrative receiver or manager is appointed of any property or assets of the Buyer;
12:1:3 The Seller reasonably apprehends that any of the events mentioned above are about to occur in relation to the Buyer and notifies the Buyer accordingly;
12:1:4 the Buyer suffers or allows any execution whether legal or equitable to be levied on his/its property or obtained against him/it, or fails to observe or perform any of his/its obligations or duties under the Contract or any other contract between the Seller and the Buyer.
12:2 If this clause applies then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to terminate 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.
12:3 The termination of the Contract howsoever arising shall be without prejudice to the rights and duties of either the Buyer or the Seller accrued prior to termination.
13. EXPORT TERMS
13:1 In these conditions ‘Incoterms’ means the international rules for the interpretation of trade terms of the International Chamber of Commerce as in force at the date when the Contract is made.
13:2 Where the Goods are supplied for export from the UK, the provisions of this clause 13 shall (subject to any special terms agreed in writing between the Buyer and the Seller) apply notwithstanding any other provision of these Conditions.
13:3 The Buyer shall be responsible for complying with any legislation or regulations governing the importation of the Goods into the country of destination and for the payment of any duties on them and for notifying the Seller in writing of any importation requirements.
13:4 Unless otherwise agreed in writing between the Buyer and the Seller, the Goods shall be delivered FOB (Free on Board) the air or sea port of shipment and the cost thereof will be charged to the account of the Buyer. The Seller shall be under no obligation to give notice under section 32(3) of the Sale of Goods Act. Unless otherwise agreed in writing between the Buyer and the Seller, the Seller shall test and inspect the Goods before shipment.
13:5 The Seller shall have no liability for any claim in respect of any damage to the Goods during transit.
14. DISTANCE SELLING REGULATIONS
14:1 This Clause deals with the Consumer Protection (Distance Selling Regulations) 2000 (‘the Regulations’).
14:2 Under the Regulations a Buyer who is dealing as a consumer (ie for the purposes outside his business), has the right to cancel a Contract within 7 days commencing from the day after the Buyer received or collects the Goods and such cancellation must be to the Seller in writing, by fax or email setting out the Buyer’s details, invoice or order No. and cancellation instructions.
14:3 It is the Buyer’s responsibility to ensure the Goods are maintained and returned to the Seller in ‘as new conditions’.
14:4 If the Goods that are returned to the Seller are not faulty or wrongly despatched but returned as not required or for any other reason, the Buyer shall be responsible for the cost of returning such Goods to the Seller.
14:5 Monies paid by the Buyer for the Goods will be refunded to the Buyer in the same manner as the original payment within 30 days of the date the cancellation notice was given. Money will be deducted from the refund if costs are incurred to recover the goods.
14:6 If the Goods cannot be supplied as per the original order, a notification will be sent. In such case, the Buyer has the right to refuse the substitution offer and cancel the order with no penalties.
14:7 Clause 14 and the Regulations do not apply to Goods that have been specifically made or altered to suit the Buyers own requirements.
15:1 If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected. These Conditions do not affect the statutory rights of the consumer.
15:2 The Contract shall be governed by English Law and the Buyer agrees to submit to the exclusive Jurisdiction of the English Courts.
15:3 No waiver by the Seller of any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.
Alexander Fraser & Son Trading Ltd. T/A Frasers Aerospace
TERMS AND CONDITIONS OF PURCHASE – (v.2.0 5th June 2018)
1. Basis of Contract
1.1 Our Purchase Order constitutes an offer by us (Alexander Fraser and Son Trading Ltd., trading as ‘Frasers Aerospace’) to purchase goods and/or services (including all documents, designs and drawings relating to the services to be performed by you or any product and/or materials produced by you in the provision of the services from you in accordance with these terms and conditions as set out in our Purchase Order.
1.2 Our Purchase Order shall be deemed to be accepted on the earlier of: (a) you issuing written acceptance of the Purchase Order; or (b) any act by you consistent with fulfilling the Purchase Order, at which point and on which date a contract between you and us (being Alexander Fraser and Son Trading Ltd., trading as ‘Frasers Aerospace’) in accordance with these terms and conditions and the Purchase Order (contract) shall come into existence.
1.3 These terms and conditions apply to the Contract to the exclusion of any other terms that you seek to impose or incorporate, or any quote provided by you or any other terms, or which are implied by trade, custom, practice or course of dealing.
2. Prices and Payments
2.1 The price of the goods and services shall be stated in the Purchase Order, and unless otherwise stated, shall be exclusive of any applicable VAT and inclusive of all charges for packaging, packing, shipping, carriage, insurance and delivery. Any additional charges agreed with us prior to delivery such as overnight or small order charges, must be shown separately on the seller’s invoice.
2.2 No increase in the price may be made for any reason without our prior written consent.
2.3 Subject to you providing an invoice in accordance with the contract and in consideration of the supply of goods, we shall pay the price within 30 days of the invoice date, unless alternative terms have been agreed previously and remain current.
3. Quality and Specification
3.1 The quantity, quality and description of the goods shall be specified in the Purchase Order or otherwise provided to you (specification).
3.2 The goods shall be fit for the purpose for which we have purchased them.
3.3 The goods shall comply with all applicable statutory and regulatory requirements and requirements of any aerospace manufacturer or relevant upper tier supplier relating to the manufacture, labelling, packaging, storage, handling and delivery of the goods.
3.4 The supplier shall flow down to external providers all applicable requirements (including customer requirements).
3.5 The goods shall be marked in accordance with our instructions and any applicable regulations or requirements of the carrier and properly packed and secured so as to reach their destination in an undamaged condition.
3.6 The supplier will ensure product supplied is not counterfeit, unapproved or suspected unapproved.
3.7 The supplier will notify us of any nonconforming product and gain our approval for nonconforming product disposition.
3.8 The supplier will notify us of changes in the product supplied and/or process, change of suppliers, changes of manufacturing facilities at any level of the supply chain involved in the order and to all applicable records.
3.9 The supplier shall flow down to us any records relating to the product supplied which may include the certificate of conformity, test records, process control records and all applicable requirements including customer requirements.
3.10 The supplier shall ensure that at all times you have and shall maintain all the licences, permissions, authorizations, consents and permits that you need to carry out your obligations under the contract in respect of the goods.
3.11 Records demonstrating conformity of product to specification and providing traceability should be retained for 40 years.
3.12 The supplier shall ensure that persons are aware of their contribution to product or service conformity, their contribution to product safety and the importance of ethical behaviour.
3.13 We shall have the right to enter your premises for inspection and audit at any time before delivery as shall our customers or a regulatory authority.
4. Delivery of Goods
4.1 The goods are to be properly packed and secured in such manner as to enable them to reach their destination in good condition or where applicable in accordance with the specification.
4.2 Each delivery of goods is to be accompanied by a manufacturers’ Certificate of Conformity (if requested), a Certificate of Analysis or ‘Test Report’ (if requested), and a delivery note or sales invoice which shows the date of the Purchase Order, the Purchase Order number, the quantity of the goods and if the goods are being delivered by instalments in accordance with the contact, the outstanding balance of goods remaining to be delivered.
4.3 Any release documents issued are to be signed by your authorized quality control signatory (quoting the relevant approval information) and should accompany the goods.
4.4 The goods will be delivered on the date specified in the Purchase Order to the location set out in the Purchase Order.
4.5 If goods are incorrectly delivered, the supplier shall be held responsible for any additional expense incurred in delivering them to their correct destination
4.6 The title to the goods shall pass to us on completion of delivery.
5. Our Remedies
5.1 If the goods are not delivered on the due date then we shall be entitled to cancel the Purchase Order (or any part) without liability and purchase substitute items elsewhere and recover from the seller any loss or additional costs incurred.
5.2 Where we have paid in advance for goods that have not been delivered by you, we shall have the right to have such sums refunded in full by you.
5.3 If you have delivered goods that do not comply with our Purchase Order we have the right to reject the goods (in whole or in part), terminate the contract, request that you replace the rejected goods or provide a full refund.
You shall keep us indemnified in full against all costs, expenses, damages and losses awarded against or incurred or paid by us as a result of:
(a) any claim made against us by a third party, personal injury or damage to property arising out of defects in goods
(b) any claim made against us for actual or alleged infringement of a third party’s Intellectual Property Rights arising out of the manufacture, supply of use of goods
(c) any claim made against us by one of our customers arising out of your failure to comply with the terms of the contract.
7.1 If the supplier (you) is in breach of contract, we are entitled to cancel Purchase Orders in respect of all or part only of the goods by giving notice at any time to prior to delivery without incurring any liability to the seller other than to pay for the goods already delivered at the time of such notice.
8.1 Force majeure: we shall not be liable to you as a result of any delay or failure to perform our obligations under the contract if and to the extent such delay or failure is caused by an event or circumstance which is beyond our reasonable control which by its nature could not have been foreseen by us or if it could have been foreseen was unavoidable.
8.2 The contract shall be subject to English law and to the exclusive jurisdiction of the English courts.
Alexander Fraser & Son Trading Ltd. T/A Frasers Aerospace
Frasers Aerospace is committed to ensuring that your privacy is protected. Should we ask you to provide certain information by which you can be identified when purchasing our goods by the means above, then you can be assured that it will only be used in accordance with that purchase and this privacy statement.
Frasers Aerospace may change this policy from time to time by updating this page. You should check this page from time to time to ensure that you are happy with any changes. This policy is effective from 01/05/2018.
Who is Responsible for Processing Your Personal Data
Alexander Fraser & Son Trading Ltd trading as Frasers Aerospace has appointed Bryan Ribbans as their Data Governance Controller. This is the legal entity responsible for how your personal data is collected, stored and processed.
What we collect
We may collect the following information:
- Your name.
- Contact information including email address, telephone number(s) and address including postcode.
- Demographic information such as preferences and interests.
- Other information relevant to our products and your requirements.
Managing Your Personal Data
When you share your personal information with us, you have a right to expect that information to be treated with total confidentiality. Therefore, it is our responsibility to manage your personal data that you provide to us with care and in accordance with all data protection legislation and industry best practice.
It is your responsibility to ensure that your personal data provided to us is accurate and up to date. You can update your personal contact details, including email address and phone number, by visiting our website and amending your personal profile or, if you need to update any other personal details, by ringing and speaking to our Customer Services on 020 8597 8781.
Using Your Personal Data for Direct Marketing Purposes
We do not operate Direct Marketing programs either from the website online, by phone, by email or in a letter. Based on our knowledge of your product application preferences, we may wish to advise you of details of our latest product(s) and contact you directly from time-to-time if we consider a new product to be of particular interest to you to improve your business operation(s) by phone or email to advise you of its existence, but no more.
Also, you may choose to restrict the collection or use of your personal information in the following ways:
- whenever you are asked to fill in a form on the website, look for the box that you can click to indicate that you do not want the information to be used by anybody for direct marketing purposes.
- if you have previously agreed to us using your personal information for direct marketing purposes, you may change your mind at any time by writing to the Data Governance Controller and emailing us at firstname.lastname@example.org
Obtaining Your Consent
We will obtain your consent to send you details of our latest products and/or special offers by email or phone contact in a number of ways. We will obtain your consent when you register your details with us, open a sales account, make a purchase, request a brochure/catalogue/Technical Data Sheet from us, or for product delivery purposes. You can change your email preferences at any time by adjusting your personal profile online or contacting the Customer Services by phone on 020 8597 8781 or email on: email@example.com.
What we do with the information we gather
We require this information to understand your needs and provide you with a better service, and in particular for the following reasons:
- Internal record keeping of your purchases and enquiries.
- Internal record keeping forming the details of your personal or business on-going account(s) held to routinely service your account as orders are placed with us.
- We may use some of the information to improve our products and services.
- We may periodically send emails about new products, special offers or other information which we think you may find interesting using the email address which you have provided.
- From time to time, we may also use your information to contact you for market research purposes in association with our Quality Management accreditations for customer satisfaction purposes. We may contact you by email, phone, fax or mail. We may use the resultant information to customise the website to suit your interests or particular requirements.
We are committed to ensuring that your information is secure. In order to prevent unauthorised access or disclosure, we have put in place suitable physical, electronic and managerial procedures to safeguard and secure the information we collect online.
Using Your Personal Data to Open Your Personal Cash Account
When you register to open a personal account, we will hold your personal data which you have provided to us. When you make a subsequent card payment to purchase products from us, we will use your personal data and card information to process the order. This involves sending your personal data to our card payment and banking providers to process the financial payment for the order. Without this data, we are unable to fulfil your order.
We will hold your personal order data for 6 years, plus the current financial year, after the date of your last transaction on your personal account.
We do not hold or retain your personal transaction data including credit card details subsequent to the transaction being completed at the time.
Processing Card Payments
We process all card payments in line with our obligations for the orders which are placed. Whenever you provide your card details to us, if via the website online we will email you a transaction link for you to complete your order payment using the secure STRIPE payment program when we receive your order acknowledgement. If you pay over the phone to one of our sales staff, we may well write the details down however at the end of the transaction this paperwork is entered into a secure, non-retrievable waste disposal bin for destruction once collected by a secure waste contractor under contract.
Using Your Personal Data to Operate Your Personal Account
We will use your personal data to administer and to operate your personal account as set out below. We will collect and use the contact details that you provide to us to communicate with you about your account and in relation to the products and services we provide to you.
We will hold your personal data for 6 years, plus the current financial year, after the date of your last transaction on your personal credit and cash account.
Delivering Your Goods
We will use your personal contact details such as name, postal address, phone number and email address that you provide to us in respect of delivering products or services to you. We will share this information with our warehouse staff who directly pick, pack and despatch orders to you and our delivery logistics suppliers who in the course of their duties may contact you to arrange a convenient delivery time and provide you with updates as to when they will arrive.
Processing Returns and Refunds
We use your customer account and contact details to verify any returns and refunds that we process either by card or via your account.
Operating Your Account
We use your personal contact details such as name, postal address, phone number and email address to notify you about any updates, changes or issues with your personal account. We may use your personal contact data, payment history and other information obtained to determine if to offer or whether and when to increase or reduce your credit limit. We may also send you notifications via email if you have exceeded your credit limit or a payment is due.
Making Payments to Your Account
To make order payments, we will require a bank account number, sort code and the type of payment you wish to make e.g. full amount. We will use the personal data provided to verify that the account number and sort code combination are valid. We will also ask you for the bank account holder’s name which the bank and other bodies eg; STRIPE/Jotform will use to verify the payment request. It is your responsibility to ensure that you either have a sole authority or that you have the bank account holder’s permission to make payments from their bank account.
We do not accept payment by cheque.
Where you pay by credit or debit cards, we process all card payments through our secure STRIPE/Jotform payment program.
Electronic Statements & Other Documents via Email
We will use the email address that you provide to us to communicate with you about your account and in relation to the products and services we provide to you. Unless you have specifically requested otherwise, we will send your account statements and other account information and documentation to you electronically using your email address.
We will hold your statement data for 6 years, plus the current financial year, after the date of your last statement.
We do not record any calls into our sales office nor anywhere else within our facilities.
Enquiries and Complaints
If you have any complaints with regards to the operation of your personal account, please contact our Data Controller – Bryan Ribbans on 020 8597 8781 or email on: firstname.lastname@example.org so we can deal with your complaint as quickly as possible. We will need to access your personal data and account history to verify your identity for security reasons and deal with the details of your complaint. Details of any complaints received will be logged and recorded so they can be dealt with accordingly.
General Service Communications
We will use your personal data for all general customer service communications including sending your statements, processing orders, notifying you of orders received, updating you on deliveries, despatched or products out of stock. We need to do this for the performance of the service that you have requested of us by placing your order.
Using Your Personal Data to Improve Our Services
As a valued customer, we may use your personal data to contact you by phone or email to ask you to discuss with one of our sales service staff regarding previous or current purchase experiences with our company. We will always make you aware of how we will use the information that we gather from you at the time of contacting you for any specific product or customer service improvement programme. We have a legitimate business interest in contacting our customers in this way and will always treat your involvement in any service improvement programme, and associated personal data, in confidence.
Should you not wish to participate in our service improvement programme, you can simply decline to participate at the point of contact or, should you wish never to be contacted for the purpose of market research, you can tell us at any time by calling the Customer Services on 020 8597 8781.
When you make a purchase from us, we may send you an email or call you asking you to provide your thoughts and review of the product(s) and tell us what you think. We may ask you to trial a new product(s) that we think you will like. If you choose to do so, we would be keen to hear what you think about our product(s) and use the information to inform our product development team.
We use a Feedback tool to communicate with our customers to obtain feedback about our products and services which is located on our website pages in a distinctive yellow box. This information is only used by us to improve our product and service offering and deal with any Enquiries and Complaints that you raise via Feedback. Should you not wish to participate, you can choose not to respond.
From time to time, we may contact you to take part in a customer satisfaction survey under the obligations we are required and requested to undertake within our certification to our ISO 9001:2015 Quality Management System. This will only be carried out by company staff members and not third-parties. We may sometimes follow up on these surveys with you to get more information from you regarding specific feedback. You can choose not to participate in such surveys should you not wish for your personal data to be shared in this way by ringing Customer Services on 020 8597 8781 or by email on: email@example.com.
We actively use social media platforms as a way of connecting, and getting closer, to our customers to hear and understand what our customers think about us and our products and services. Occasionally, we may contact you directly via those social media platforms if we would like to share your comments or pictures with other customers or publish them in our marketing materials. We will always ask you if you are happy for us to use your data in this way and will keep any data that you provide to us, such as email address, confidential and secure.
Using Your Personal Data to Process Insurance Claims
In the event that you need to make a claim against us or one of our Suppliers who we distribute on behalf, whether that be a product issue or personal injury claim, we will use your personal data and any supporting evidence that you provide to us to process your claim, including sharing this with our chosen insurance companies. From time to time where a claim is outside of our insurance policy, we may also need to engage with external lawyers and share your personal data with them.
Processing Your Personal Data Outside of the EU
In rare cases, we may have to advise transfer your personal data outside the European Economic Area (the EEA) to advise a non-EU manufacturer of an issue with either a product or service that only they can answer, or it makes common sense to involve them in any decision making on your behalf.
Acting as a Data Processor for Our Marketplace
We do not, and will not, provide/divulge/discuss/render any indication any data information to any external marketplace entity except, and only if or until, we are required so to do by a lawfully engaged entity and only then after advising you of said request(s) received.
How to Contact Us
Attn: Bryan Ribbans – Data Governance Controller
1 St James Road
Tel: 020 8597 8781
If you are at all dissatisfied with the information provided by the Data Governance Team, please address any complaints to Mr. Ian Wilson at the same address.
Your Personal Data Rights
Right of Access
You may wish to access a copy of the personal data we hold about you – known as a Subject Access Request. You can do so by ringing, writing to or emailing the Data Governance Controller. We will respond to your Subject Access Request as soon as possible and, in any event, within the statutory 30 days. However, in the event that we need more information from you to verify your identity, which we must do to ensure we disclose your personal data to the right person, the 30-day response period will only commence from the time that we have validated your identity.
Please be aware that for security reasons we do not usually provide details of any bank details that we hold against your account(s). Please speak to our Data Governance Controller should you need this additional information.
Right of Rectification
If you believe we have made an error as to the personal data we hold about you, please speak to one of our customer service advisors on 020 8597 8781 who will be able to process the correction for you. Alternatively, you can visit your profile on the website to update your contact details online. Should you wish to discuss this matter further, please contact the Data Governance Controller.
Right of Erasure
You have the right to request your personal data to be permanently deleted from our records and systems to avoid any further communication with you. Your request will always be considered in light of the legal bases that we hold, store and process your personal data and the purpose that we collected your data. Where the legal bases permits, we will carry out your instruction without undue delay. Please note, however, that where we have a legal or contractual obligation to hold your personal data, we may not be able to carry out your request but we will explain this fully to you. In any case, should the request be carried out in full you will not be able to place orders for products or services unless and until this data was replaced or renewed. Please address any request to delete your data to the Data Governance Controller.
Right to Restrict Processing
Should you believe that we are processing your personal data in a way that you did not understand or agree to and wish to restrict such processing, please speak to the Data Governance Controller who will be pleased to assist you.
Right to Object to Processing
You have the right to object to certain types of processing of your personal data. We will always make it clear at the outset of any arrangement with you how we are going to process your personal data. Should you wish to object to such processing we will give you the option to opt out of any sale or service. However, should you wish to discuss this matter further, please speak to the Data Governance Controller.
Right to Portability
In the event that you wish to move your personal data that we hold on you to another organisation in the form of an excel or csv format, please contact the Data Governance Controller who will be able to assist you.
Right to be Informed
Right to Complain to the Information Commissioner’s Office (ICO)
You have a right to lodge a complaint with the Information Commissioner’s Office (ICO) if you have a complaint with how you believe your personal data has been handled.
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Alexander Fraser & Son Trading Ltd. T/A Frasers Aerospace
WEBSITE DISCLAIMER – (v.1.0.2018)
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