Terms and Conditions
General
Pentagon Secure Packaging Limited (“PSP”) and the Customer agree that PSP shall provide the Goods and or Services in accordance with these Terms and Conditions.
1. Interpretation
1.1 Definitions
In these Conditions, the following definitions apply:
PSP
Pentagon Secure Packaging Limited (Company Number 10472655)
Business Day
A day other than a Saturday, Sunday or public holiday when banks in London are open for business
Conditions
These terms and conditions as amended from time to time in accordance with clause 12.6
Contract
Any contract between PSP and the Customer for the supply of Goods and or Services including any sale made on eBay
Customer
The individual, firm, company or other party from whom an Order is received by PSP
Force Majeure Event
As defined in clause 11
Goods
The goods set out in the Order acknowledgement issued by PSP or otherwise agreed
Order
The Customer’s order for Goods and or Services
Proof
A visual image provided by PSP during the ordering process
Services
Services supplied by PSP or its subcontractors as set out in the Service Specification
Service Specification
The description or specification for Services agreed between PSP and the Customer
2. Basis of Contract
These Conditions apply to the Contract to the exclusion of all other terms.
The Customer is responsible for ensuring that Orders are complete and accurate.
A Contract is formed only when PSP issues an Order acknowledgement.
The Customer confirms it has not relied on any representations made by PSP outside of these Conditions.
Any descriptive materials or advertising are illustrative only and do not form part of the Contract.
Quotations are not offers and are valid for seven Business Days only.
3. Goods
PSP reserves the right to amend specifications to meet legal or regulatory requirements. Delivery terms vary depending on whether carriage is included. Risk passes to the Customer upon delivery. Returnable pallets and containers are chargeable and credited on return if applicable. Delivery dates are estimates only and time is not of the essence. PSP is not liable for delays caused by Force Majeure Events or Customer failure.
PSP may deliver Goods in instalments. Quantity variations of up to ten percent are permitted.
4. Warranty of Goods Manufactured by PSP
PSP warrants that Goods will conform to their description at delivery. If defective, PSP may replace or refund the Goods. The warranty does not apply where Goods are misused, altered, poorly stored, or subject to normal wear and tear.
All other implied warranties are excluded except those required by law.
5. Title and Risk
Risk passes on delivery. Title remains with PSP until full payment is received. Until title passes, the Customer must store Goods separately, insure them, and keep them identifiable as PSP property. PSP may recover Goods if payment is not made or insolvency events occur.
6. Supply of Services
Services will be supplied in accordance with the agreed specification. Timescales are estimates only. PSP may make necessary changes to comply with law or safety requirements. All implied warranties relating to Services are excluded.
7. Customer Obligations
The Customer must provide accurate information and necessary permissions. PSP may suspend Services or delivery where Customer default causes delay or failure. The Customer must reimburse PSP for costs arising from Customer default.
8. Charges and Payment
Prices are as stated in the Order acknowledgement or agreed price list. Prices exclude VAT, transport, packaging, and insurance unless stated. Invoices are payable within thirty days unless otherwise agreed. Late payments incur interest at five percent above the Bank of England base rate. All payments must be made in full without deduction.
9. Termination and Suspension
PSP may terminate or suspend the Contract immediately in insolvency or payment default situations. Upon termination, all outstanding sums become immediately payable. Termination does not affect accrued rights.
10. Limitation of Liability
Nothing limits liability for death, personal injury, fraud, or statutory obligations. PSP is not liable for indirect or consequential losses. Total liability is limited to ten thousand pounds or the price of the Goods or Services supplied, whichever is lower.
11. Force Majeure
Neither party is liable for failure caused by events beyond reasonable control, including natural disasters, strikes, transport failure, or government action.
12. General
PSP may assign or subcontract its obligations. Notices must be in writing and are not valid if sent by email. Invalid provisions shall not affect the remainder of the Contract. No waiver applies unless in writing.
Third parties have no rights under this Contract.
Variations must be agreed in writing by PSP. The Contract is governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.