EPMS LIMITED – Terms & Conditions

These Terms and Conditions of Sale ("Terms") govern all sales of goods and services by EPMS Limited ("the Seller") to any purchaser ("the Buyer"). By placing an order, the Buyer accepts these Terms, which may only be varied in writing by mutual agreement.

Any waiver of these Terms by the Seller does not constitute a permanent waiver of any condition.

These Terms shall prevail over any terms and conditions issued by the Buyer unless expressly agreed in writing by the Seller.

Unless otherwise agreed in writing, offers remain open for acceptance within 30 days from the date of issuance.

The Seller’s representations, including but not limited to illustrations, price lists, and specifications, are for reference only and do not form part of the contract unless expressly incorporated.

The Seller reserves the right to modify designs and specifications where improvements can be made without additional cost to the Buyer.

Orders must be placed in writing and accepted by the Seller within 30 days of the Seller’s offer.

The contract comes into force upon written acceptance by the Seller. The Seller reserves the right to cancel the contract within 60 days if satisfactory creditworthiness or payment security is not provided.

All designs, drawings, specifications, and related materials supplied by the Seller remain the intellectual property of the Seller and must not be disclosed to third parties without written consent.

The Buyer shall indemnify the Seller against any claims arising from alleged infringement of intellectual property rights due to Buyer-provided specifications.

The Buyer must obtain prior written consent before exhibiting goods supplied by the Seller.

The Seller warrants that parts manufactured by it will be free from material or workmanship defects for 12 months from the date of delivery.

Defective parts must be returned to the Seller within 30 days of discovery for examination. The Seller’s liability is limited to the replacement of defective parts and does not cover dismantling or reassembly costs.

Except as expressly stated, all warranties (statutory or implied) are excluded. The Seller is not liable for loss, damage, or injury resulting from the goods beyond what is covered under these Terms.

The Buyer is entitled to the benefit of any third-party manufacturer warranties where applicable.

The Seller shall not be responsible for any labour, travel, or consequential costs associated with removal, refitting, or reinstallation of any replaced components.

Unless otherwise agreed, prices exclude packing and carriage costs.

Delivery times are estimates and not guaranteed. Each delivery is treated as a separate contract, and failure to deliver any one order does not affect other deliveries.

The Seller shall not be liable for any direct, indirect, or consequential loss arising from delayed delivery, and the Buyer acknowledges that estimated delivery times are not contractual.

Risk in the goods passes to the Buyer upon delivery.

Title remains with the Seller until full payment is received for all goods supplied. Until then, the Buyer must keep goods insured and in good condition.

If the Buyer fails to take delivery within six months of readiness, the Seller may cancel the order, resell the goods, and claim compensation for loss of profit.

The Seller is not responsible for loss or damage beyond the point at which risk passes to the Buyer.

Prices are subject to change and will be those ruling at the time of delivery unless otherwise agreed.

Payment terms:

For UK and Ireland deliveries, payment is due within 30 days of invoice date.

For exports, payment is due on presentation of shipping documents or invoices.

If delivery is delayed at the Buyer's request, payment remains due within 30 days of the originally agreed delivery date.

All invoices issued by EPMS Ltd are due for payment 30 days from the invoice date, unless otherwise agreed in writing.

If payment is not received by the due date, EPMS Ltd reserves the right to charge statutory late payment interest in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

Statutory interest is charged at a rate of 8% above the Bank of England base rate, calculated daily and applied from the day after the invoice becomes overdue until payment is received in full.

Fixed late payment compensation charges per overdue invoice:

EPMS Ltd also reserves the right to recover reasonable debt recovery costs incurred as a result of continued non-payment where such costs exceed the fixed compensation amount.

If payment issues persist, EPMS Ltd may suspend any ongoing or future services or deliveries until outstanding amounts are fully settled.

By placing an order with EPMS Ltd, the customer acknowledges and accepts these late payment terms.

Title remains with the Seller until full payment is received for all outstanding goods.

The Buyer must store the goods separately and not sell them until payment is made in full.

Until payment is received in full, the Seller may at any time require the Buyer to deliver up the goods. If the Buyer fails to do so, the Seller may enter the Buyer’s premises to recover them.

If the Buyer resells the goods before title has passed, the Buyer shall hold the proceeds of sale on trust for the Seller.

These Terms are governed by the laws of England and Wales.

Any disputes shall be resolved amicably. If unresolved, disputes shall be settled in London under the Rules of the International Chamber of Commerce through arbitration.

Cancellations require the Seller’s written approval and may be subject to cancellation charges covering expenses incurred and reasonable profit allowance.

The Seller’s total liability arising out of or in connection with the contract shall not exceed the price paid by the Buyer for the goods or services giving rise to the claim.

The Seller shall not be liable for any consequential, indirect, or financial losses, including loss of profit, production, or business interruption.