Terms & Conditions of Sale

The following terms and conditions shall apply to all quotations, offers, orders and contracts for the supply of materials and services by CRM (North East) Ltd. These terms and conditions constitute the formation of a legally binding contract between the Company and the Customer, pursuant to the laws of the United Kingdom.

1. Definitions

The “Company” means CRM (North East) Limited, registered number 05004165.

The “Materials” means all items, including any Materials and additional services, being quoted or supplied. This includes but is not limited to aggregates, minerals, concrete, coated stone, waste and/or by products, tipper hire, skip hire, pump hire and muck away services.

The “Customer” means the person(s), firm or company who purchases the Materials from the Company.

The “Contract” means the contract between the Company and the Customer for the sale and purchase of Materials, incorporating these Conditions.

The “Conditions” means these terms and conditions of sale and any variation on them which is agreed in accordance with these conditions.

The “Specification“ relating to such Materials will be as defined in the quotation supplied by the Company.

Words in the singular include the plural and vice versa.

2. Contractual

All quotations or offers of sale made by the Company or on its behalf are subject to these Conditions.

These Conditions shall constitute the sole terms and conditions governing the supply of all Materials by the Company. They shall supersede and exclude any other terms, conditions, warranties, or representations, whether written or oral, express or implied, proposed or communicated by the Customer at any time. This exclusion applies irrespective of whether such terms are purported to be included or annexed to any purchase order, confirmation of order, specification, or other document issued by the Customer, and regardless of any course of dealing established between the Company and the Customer.

Any variation to these Conditions must be recorded in writing and signed by a director of the Company.

No representation made by any of our directors, employees or agents would constitute a variation of these conditions without a written sign-off by a director of the Company.

3. Acceptance

Placing an order, howsoever that order is received, or acceptance by the Customer of delivery of the Materials shall be deemed to constitute unqualified acceptance of these Conditions.

Orders placed by the Customer shall only be deemed accepted by the Company when a written acknowledgement of order is issued by the Company or (if earlier) the Company arranges delivery of the Materials.

4. Quotations

Any quotation, howsoever issued by the Company, can be withdrawn or revised at any time prior to the Company’s acceptance of the Customer’s order and, if not so accepted, will lapse 30 days after the date on which it is issued.

Quotations are not offers and are subject to confirmation of availability and price.

The Company may provide quotations for materials and services either in writing or verbally. Where quotations are given verbally, the Company will maintain a record of the communication, as all calls are recorded for accuracy and training purposes. This record shall be deemed an accurate representation of the quotation provided.

Due to industry naming conventions, the description of materials may vary between the quotation, invoice, and delivery ticket. Such variances are acknowledged as a characteristic of the construction industry. The Company will make reasonable efforts to ensure that all descriptions are consistent and accurate. However, where there are discrepancies, the description and specifications on the delivery ticket shall take precedence. The Customer agrees to accept the materials as fulfilling the order if the materials delivered are reasonably fit for the purpose described in the quotation, notwithstanding minor variances in description.

Where the description on the delivery ticket differs from that in the quotation, the Company assures that the materials supplied will be of equivalent quality, specification, and suitable for the same intended purpose as described in the quotation. The Company will take reasonable steps to inform the Customer of any significant differences in material specifications prior to delivery.

5. Price

The Company reserves the right to charge the Customer an additional charge where:

a. the supply of Materials is outside the Company’s normal working hours, defined as Mondays to Fridays – 08:00 to 17.00 hours. This would also apply to any deliveries on a Bank Holiday;

b. delivery of the Materials is required in part loads rather than full loads;

c. delivery of Materials is cancelled after midday of the day prior to delivery;

d. materials are returned from site;

e. for any reason, the delivery vehicle is unable to discharge the load within 30 minutes of arrival at the Customers site and

f. the Customer purchases quantities of Materials substantially different from the quantity specified in the quotation.

All prices quoted include aggregates levy surcharges but exclude VAT, unless otherwise stated. All applicable taxes will be charged at the rate ruling at the date of despatch.

Where a delivery is requested by the Customer which involves multiple discharge points, a surcharge will be made, and the right to refuse is maintained where agreement has not been made in advance.

Prices stated at quotation are based on the prevailing costs at the time. At all times we retain the right to amend our prices at any time prior to delivery but this will only be actioned after formal notice has been given.

6. Supply

In consideration of the payment of the price by the Customer, the Company agreed to supply the Materials in accordance with these Conditions.

Any contract with the Company is as suppliers only and in accordance with these Conditions. Furthermore, the Company will not be tied by any contract between the Customer and another third party, nor shall the Company accept that the Company has any knowledge of any contractual agreement between the Customer and any Third Party.

All Materials quoted for are offered subject to such Material remaining available throughout the period of the Contract. The Company can provide no assurance that the type and quantity of Materials required by the Customer will remain available for any specific period of time.

7. Delivery

The Materials shall be delivered to the destination specified in the Customer’s order, unless otherwise agreed in writing.

All delivery times given are estimated and shall not be of the essence of any Contract between us and we will therefore not be liable to the Customer for any delivery delays of the Materials.

Upon each and every delivery (or collection where collecting Materials) the Customer must inspect the Materials to ensure that the Materials are as ordered and fit for their intended use, signing the delivery note in acceptance of this. If the Customer permits the unloading of the whole or part of a load they shall be deemed to have accepted delivery.

The Customer must allow delivery and must sign any record produced by the Company or the delivery drivers in respect of any delay after the arrival of the Materials at the Customers site.

The Company allows 30 minutes on site for Material deliveries. Additional time required beyond that will incur additional charges for which the Customer accepts liability.

The Company shall not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Materials or any instalment thereof.

Delivery is conditional on safe and adequate access, suitable ground and a safe area for the tipping of large lorries. It is the Customer’s responsibility to ensure it is suitable. The Company shall be entitled at its sole discretion to refuse to deliver if site or access is deemed unsafe or unsuitable by the driver. Delivery will be made as near to a requested delivery point as the driver deems safe and suitable or alternatively would be returned to source. Any delays or returned loads will incur additional charges.

If a vehicle used by the Company delivers Materials to a place situated off a public road, the Customer agrees to fully indemnify the Company against all loss, damage, liability, claims and expenses suffered by the Company or its agents, contractors or employees.

If the Customer undertakes the unloading at the place of delivery the Customer is to be solely responsible for any loss or damage to persons, vehicles or Materials suffered in connection with such unloading.

In the event of the Customer cancelling or amending delivery instructions of an order once the Material has shipped the Customer agrees to pay all resulting expenses incurred by the Company. The Company’s reasonable estimate of expenses incurred in such circumstances shall be accepted as final. Where required, the Customer accepts the responsibility to request costs before returning Material. Materials returned to source will incur additional charges to cover haulage and Material handling both ways. In addition to haulage costs, full Material costs and disposal charges will also be incurred where returned Material is unable to be resold, for example on contaminated items or perishable items including concrete and coated stone.

Where delivery is by a series of loads, the Contract between the Company and the Customer shall be divisible and any defect in any load shall give rise to a remedy in respect of that load only.

The Customer shall take delivery in full of the Materials detailed on the delivery ticket. An extra charge is payable where the Company is required to remove from site any fraction of the Materials which is deemed by the Customer to be surplus to requirements.

Where a Customer requests a split load and it can be serviced it will be performed entirely at the Customer's own risk. The Company is not responsible for any potential cross contamination or wastage of Materials that can and may occur in transit.

8. Collection

Where Materials are being collected from a Material source site arranged through the Company the Customer is responsible to ensure that all visitors and vehicles to that site adhere to the relevant signage as well as legislation, rules and health and safety policies of the site being visited as available from the weighbridge. The Company reserves the right to refuse entry to any vehicle or individual for whatever reason at its sole discretion.

If the Company has arranged for waste to be collected from a Customer site then, unless expressly arranged otherwise in writing, the Customer will be responsible for loading the waste onto the vehicles supplied by the Company.

9. Payment

Payment for all Materials supplied shall be made not later than 30 days from the end of the month in which delivery is made and these terms of payment shall be of the essence of this Contract.

The Company reserves the right to refuse (whether under this Contract or other contracts with the Customer or an associated company of the Customer) to accept or complete any order, suspend supplies, impose special conditions or cancel the Contract where the credit limit of the Customer is or will be exceeded on delivery, where the arrangements for payment or the Customers credit are not satisfactory to the Company, or where the Customer fails to comply with these Conditions.

The Customer’s credit facility with the Company may be changed at any time by the Company giving written notice of such change.

In the case of late payment, interest shall be charged on the outstanding amount owed to the Company. This interest will be at a rate of 4% per annum above the Bank of England's prevailing base rate, accruing on a daily basis from the due date until full payment is received (including any accrued interest), whether before or after judgement.

The Customer will not, without prior written permission from the Company, have the right to set-off, counterclaim, discount, or otherwise withhold payment properly due to the Company in the event of a dispute with the Company.

For non-account Customers the price (together with any VAT) shall be payable in cash or cleared funds on a pro-forma basis prior to the arrangement of delivery.

Should any additional charges be incurred by the Company on or prior to the delivery of Materials, the Company reserves the right to invoice such charges separately from and subsequent to the issuance of the initial invoice for the Materials.

Where any payment from a Customer is overdue all amounts owing to the Company from the Customer whether under this Contract of sale or otherwise shall become immediately due and payable notwithstanding any other provision to the contrary wheresoever contained.

Without prejudice to the Customer’s payment obligations, the Customer shall have 14 days from (and including) the date of an invoice from the Company to dispute the contents thereof. Where such dispute is not made within 14 days the invoices shall be deemed correct as against the Customer.

Where enforcing payment of the price or any additional charges the Customer shall pay the Company’s costs and expenses including legal costs.

10. Materials

The Customer shall be responsible to the Company for ensuring the accuracy of the terms of any order and any applicable customer specification.

The description and specification of Material as supplied is based solely on the Company’s quoted Specification and it is the Customer’s obligation to ensure the quoted Specification is a suitable match for any applicable requirement specifications.

Full Material specification sheets can be requested where required.

The Company will have no liability in respect of minor deviations from any Specification if the Materials are still compliant with the applicable regulations or an independent expert has opined that the Materials are still fit for purpose.

Additional conditions for specific Materials:

Waste:

Where Materials are to be removed from a Customer site it is the responsibility of the Customer to accurately identify and categorise any waste which it is proposing the Company to arrange disposal of.

The Company reserves the right to require the Customer to procure an independent test of Waste conformity and to provide suitable certification of the result of such a test.

The Company also reserves the right to have waste tested before loading and to refuse to take any waste deemed unacceptable at its sole discretion.

If the Company becomes aware that waste removed from a Customer site has been misidentified, the Customer accepts any additional costs that may arise to return or lawfully dispose of such misidentified waste.

Pre-Coated Materials:

Pre-coated Materials are perishable and are designed to be used immediately upon delivery. The Company shall not be responsible for failure to comply with the Specification by reason of temperature reduction in any pre-coated Materials supplied where there has been any delay in discharge of such Materials. The Customer must satisfy itself as to the condition of the pre-coated Materials on delivery and before use.

Concrete and Screed:

Concrete and Screed must be discharged within two hours of batching and if the Customer prevents such discharge the Customer will be charged for the Material, its delivery, return and disposal.

The Company accepts no responsibility for the workability, strength or quality of concrete or screed supplied if the Customer shall have added anything whatsoever to it or authorised the alternation of the mix.

11. Samples

We sell a natural aggregate product and as such a degree of natural variance is expected.

Any image or sample of Materials passed to the Customer are an indication only of the general nature of the Materials and in no way impart any express or implied Conditions or warranties as to quality, description, fitness to purpose or satisfactory quality.

The Company does not accept any liability if the bulk of Material is not in accordance with the image or sample supplied.

12. Warranty

All warranties, conditions or other terms expressed or implied by statute, common law, custom, trade or otherwise with respect to the condition, standard, quality, performance, operation, fitness for purpose or suitability of the Materials are hereby excluded to the fullest extent permitted by law. However, we warrant that the Materials supplied either at the point of collection or delivery will meet the Specification set out in the Quotation.

No warranty or representation is given that the Materials are suitable for any particular purpose. Any recommendation or suggestion relating to the quantity, use, storage or handling of the Materials made by the Company either in technical literature or in response to a specific enquiry or otherwise is given in good faith but it is incumbent for the Customer to satisfy itself of the suitability of the Materials for its own particular purposes.

13. Quality Testing and Claims on Delivery

The Customer must notify the Company within 24 hours of any defects or shortages which are reasonably apparent. All complaints concerning the Materials must be notified to the Company by the Customer within three working days of delivery or collection of the Materials.

The Materials shall be deemed to be in conformity with the requirements of the Contract except for any non-conformity notified within that period.

If the Company is informed of a non-conformity within that period the Customer must allow the Company all reasonable facilities to investigate any such defect or failure promptly, procure its own independent Material tests, and to advise the Customer of any remedial action that may be appropriate. The Customer must follow any reasonable remedial action recommended by the Company.

All samples of Materials taken for quality tests must be taken in accordance with the relevant British Standard specification or other specification previously agreed in writing by the Company. No other samples will be accepted.

All sample test results of Materials must have been properly interpreted in accordance with the relevant British Standard specification or other specification previously agreed in writing by the Company. No other tests will be recognised.

If non-conformity of the Materials should have been revealed by the examination upon delivery, the Company’s liability in respect of such non-conformity shall be limited to supplying and delivering replacement Materials free of charge.

If when meeting the conditions specified in this Clause 13 the Materials do not conform to the Specification of the quotation, the Company will replace the Materials or refund an equitable proportion of the amounts payable by the Customer for the Materials. This will be the Customer’s sole and exclusive remedy for any non-conformity of the Materials.

In the event that the Customer uses any of the Materials notwithstanding that it considers the Materials do not conform with the requirements it shall do so at its own risk.

The Company shall not be liable for the supply of incorrect quantities of Materials unless the Customer shall have given the Company notification of the error within 24 hours of completion of delivery.

14. Liability

Whilst every endeavour will be made to supply good quality Materials to the Specification set out in the quotation, if any Materials are demonstrated to be defective and not in accordance with the Specification, our liability shall be limited to the direct costs of the replacement of such defective Materials only and we shall not be liable for any other loss or damage including but not limited to any loss of profit, custom or any indirect and consequential loss or damage howsoever arising. The Company recommends that the Customer takes out its own insurance to cover these types of losses.

The Company will not be liable to the Customer for any losses or costs resulting from unsuitable application, wrongful handling or placing of Materials.

The Company will use reasonable endeavours to inform the Customer of any hindrance in manufacturing, supplying or delivering the Materials due to breakdown of plant, non-availability of Material, labour disputes, fire accident or inclement weather, transport difficulties or delays or any circumstances outside the Company’s control but shall be under no liability to the Customer for failure to deliver in such circumstances.

The Company's total liability in Contract, tort (including negligence or breach of statutory duty), misrepresentation, restitutional or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the Contract price.

Notwithstanding any other provision in these Conditions, nothing herein shall limit or exclude the liability of the Company for death or personal injury, fraud or fraudulent misrepresentation, or any other liability which cannot be excluded or limited under applicable law.

15. Insurance and Indemnity

The Customer agrees to indemnify the Company against all damages, losses, costs, claims, or expenses incurred by the Company in respect of any claim brought against the Company by any third party for:

a. any loss, injury or damage wholly or partly caused by the Materials or their use by the Customer.

b. any loss, injury or damage in any way connected with the performance of this Contract, provided that this clause will not require the Customer to indemnify the Company against liability for the Company’s own negligence.

The Customer undertakes that it will maintain sufficient insurance to cover its potential liabilities under the Contract and the Customer shall provide proof of such insurance to the Company if so requested by the Company.

16. Termination

If the Customer commits any breach of these Conditions or shall go into liquidation either voluntary or compulsory or shall enter into composition with his creditors or shall suffer any distress or execution to be levied on his goods (or being an individual) shall commit any act of bankruptcy, we may without prejudice to our rights terminate this Contract and refuse to effect any further deliveries of the Materials without any liabilities to us.

17. Title

The risk for damage to or loss of the Materials shall pass to the Customer upon delivery but the property in the Materials shall not pass to the Customer until the Company has received in full (in cash or cleared funds) all sums due to it in respect of the Materials and all other amounts owed by the Customer to the Company.

The Customer hereby grants an irrevocable right and licence for the Company and its agents to enter any of the Customers premises with vehicles during normal business hours for the purposes of repossessing Materials for which it has retained title. This right and licence shall continue to subsist notwithstanding the termination for any reason of any Contract which is subject to these Conditions and is without prejudice to any accrued rights of the Company under such Contracts or otherwise.

18. Force Majeure

In the event or our inability to deliver Materials due to any Act of God, force majeure, riot, civil commotion, government order or legislation, fire, flood, accident, strike, industrial action short of a strike, lock out, adverse weather conditions, delay or damage during transit, loss of power, breakdown of our plant or machinery, non-availability of Materials from our available sources or by any other matter over which we have no reasonable control we may suspend deliveries of Materials under this Contract and we shall not be liable for any loss or damage howsoever arising.

19. General

We reserve the right to alter or amend these Conditions at any time.

Calls to and from the Company may be recorded for training and monitoring purposes. In purchasing from the Company you accept that any such recording can be used at our sole discretion for internal training purposes as well as to evidence correspondence and agreements made.

The Contract constitutes the entire agreement between the Company and the Customer relating to its subject matter. The Customer shall not assign, transfer, charge or declare trust over the Contract or any rights under the Contract without the written consent of the Company.

Any relaxation or delay by the Company in enforcing any of these Conditions will not constitute or be construed as a waiver of any subsequent or continued breach.

Each right or remedy of the Company under the Contract is without prejudice to any other right or remedy of the Company whether under the Contract or not.

Any provision of the Contract held to be illegal, invalid, void, voidable, unreasonable or unenforceable, in whole or in part, shall be deemed severable and all remaining conditions of the Contract shall not be affected, and the parties shall in good faith amend the Contract to reflect as nearly as possible the spirit and intention behind the provision as is consistent and complies with the governing law.

The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any personal that is not a party to it.

All aspects of the Contract shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.