These Terms and conditions of Sale of Flynn Heat Recovery Systems (FHR) will be applicable to the supply of goods by us to customer and all offers, quotations, purchase orders and contracts relating thereto, save as varied in writing by us.  “Goods” means all goods, parts or other things to be sold by FHR to the customer.  General terms and conditions used by customer or any contrary or additional conditions on customer’s purchase orders shall not apply unless approved by us in writing.

All our offers, quotations, brochures and price lists are without engagement unless anything to the contrary is explicitly stated.  We are not legally bound by an order until we have confirmed it in writing.

Except where otherwise stated, our prices are in Euros and exclusive of Value Added Tax.  In the case of orders below Euro 125,-(one hundred and twenty five Euros) net., we reserve the right having regard to the relatively high costs of administration, packaging and despatch, to increase the order price with a minimum of Euro 50,- (fifty Euro).

Unless otherwise agreed in writing, all goods shall be delivered ex works, FHR’s premises.  Goods ordered will be at Customer’s risk from the moment of delivery. “Delivery” shall, unless otherwise agreed in writing, mean delivery of Goods to the business address of a Customer, the Customer’s agent as stated on the Invoice or to a carrier designated by the Customer.  Unless otherwise indicated on the Invoice or agreed in writing between FHR and the Customer delivery in the Republic of Ireland will be subject to despatch charge.  Carriage to any address not in the Republic of Ireland shall be at the cost and risk of the Customer.

The ownership of the delivered goods shall remain with FHR until the moment Customer has fully paid for the relevant Goods, related services and possible compensations for shortcomings by Customer including interest and penalties.  In no event shall our liability for damages in respect to the goods delivered hereunder exceed the purchase price attributable to the specific product as to which the claim is made.

All claims relating to quantity, quality, condition of or damage to the products will be waived by Customer unless made in writing within three (3) days after delivery.

No goods shall be returned without our prior written permission.  If such permission has been given by us in writing, we shall have the right to apply a twenty (20) per cent handling charge on all returned goods and in addition to charge re-packing costs.

Goods are at the risk of the Customer as soon as they are delivered by FHR to the Customer.  Goods shall remain the sole and absolute property of FHR as legal and equitable owner until such time as the Customer shall have paid to FHR the full price thereof together with the full price of any other goods the subject of any other contract with FHR and together with all storage charges and interest that may be due to FHR under this Contract or any other, and until payment in full as aforesaid has been made the Customer acknowledges that they are in possession of the goods solely as bailee for FHR.  The Customer’s right to possession shall cease if they, not being a company, commits an available act of bankruptcy or if they, being a company, does anything or fails to do anything which would entitle a receiver to take possession of any assets or which would entitle any person to present a petition for winding-up.  FHR for the purpose of recovery of the goods enter upon any premises where they are stored or where they are reasonably thought to be stored and may reposes the same.

All goods shall be paid for prior to delivery unless credit has been agreed in advance.  In cases where credit has been offered payment shall be made in the manner and at the time or times agreed by the parties.  In the absence of agreement to the contrary, express or implied, payment shall be due in the case of a sale ex works, FHR’s premises, thirty (30) days after the invoice date and in any other case thirty (30) days after notification by us to the Customer that the goods have been despatched.

If the Customer is in default with respect to any of the terms and conditions herein or in any other contract with us, or if in Seller’s judgement, Customer’s credit shall become impaired at any time, we shall have the right to defer shipment or any future order intake or delivery, decline performance hereunder or make delivery hereunder only for cash until such default is remedied or said credit re-established to our satisfaction.

In the event of failure to effect payment at the due date, Customer will, with effect from the invoice date, be charged interest at a rate of twelve (12) per cent per annum, on the total amount outstanding, parts of a month being taken as a full month, without any formal notice of default being required.

FHR is only responsible for loss of or damage caused by the negligence of FHR or its employees.

Goods shall be accepted back for credit provided the Customer returns the goods within 5 working days of delivery, and the original invoice is produced, and the Customer pays FHR’s current handling charges for returned goods.  FHR will accept back for credit goods which were not specifically ordered by the Customer.  Save as aforesaid goods will not be accepted back by the company.

In case of a continuing performance contract (i.e. a distributor or reseller contract), each party shall be entitled to terminate such agreement at any time upon a 30 days written notice to the other party.  Such termination shall not create compensation rights for damages resulting from said termination.

We shall not be liable for failures or delays in making delivery hereunder in case of force majeur.  Force majeur shall include, but is not limited to, shortage of or inability to obtain supplies, equipment or labour, strikes and failure or delay of transportation or any other circumstances beyond the reasonable control of FHR.

These Terms and Conditions of Sale, any supply of goods by us to Customer and all offers, quotations, purchase orders and contracts relating thereto and all disputes arising therefrom shall be governed by the laws of Ireland.  The parties shall use their best efforts to negotiate in good faith and settle amicably any dispute between them.  If the parties cannot reach amicable settlements, disputes shall be referred to the competent civil court.