CORE Builders Providers Limited - Terms and Conditions

1. These terms and conditions shall govern all contracts for the supply of sale goods (“the Goods”) by CORE Builders Providers Limited (“CORE”) to any other person or entity (“the Customer”) and shall prevail over any contrary or inconsistent terms or conditions contained in or referred to in the Customer’s order or in correspondence or elsewhere and all or any conditions or stipulations contrary or inconsistent to these terms and conditions are hereby excluded and of no force or effect. No variation or purported variation of these terms and conditions shall have effect unless expressly agreed to in writing by CORE. No employee of CORE has authority to vary or add to or depart from these terms and conditions or make any representation about the goods or the contracts made hereunder. In these terms and conditions, “Consumer” means a natural person who is acting for purposes which are wholly or mainly outside the person’s trade, business, craft or profession.
2. No order placed in response to a quotation will be binding unless accepted by CORE in writing. All such acceptances by CORE are strictly subject to availability of the goods ordered and, where appropriate, to CORE being able to obtain any necessary licences or permits for same and to such licences or permits remaining valid.
3. The prices of the goods shall be those ruling at the date of sale. Any Value Added Tax payable in respect of the goods supplied under these terms and conditions will be borne by the Customer. Any prices quoted by CORE for goods are provisional prices only and should there be any fluctuation between the prices quoted and the prices pertaining at the date of sale the prices pertaining at the date of sale shall be the prices payable by the Customer.
4. In circumstances where the Customer is a Consumer, before the Customer will be bound to pay any additional payments over and above the price of the goods and delivery charges, the Customer must give an express consent agreeing to such additional payments.
5. If CORE has agreed with the Customer to deliver any of the goods to the Customer, the times, if any, indicated for the commencement and completion of any deliveries are approximate times only and shall not form part of the contract or contracts or be binding upon CORE and CORE shall not be liable in any respect whatsoever for failure to supply or deliver some or all of the goods by such times, if any, indicated as aforesaid. Time of delivery is not in any circumstances of the essence of the contract/s.
1. Where the Customer is a Consumer and CORE has agreed to dispatch any of the goods to the Customer the following provisions apply in regard to delivery of the goods if, but only if, CORE and the Customer have agreed a specific time (or times) for delivery of the goods by CORE to the Customer by transferring physical possession or control of the goods to the Customer:
1. if CORE does not deliver the goods at the time (or times) specifically agreed with the Customer or within such additional period of time or times as the Customer may allow for delivery of the goods aforesaid, then the Customer may treat the failure by CORE to deliver the goods as a breach of a condition of the Contract which entitles the Customer to repudiate the Contract but
2. where the Customer has made CORE aware that the agreed time or times for delivery of the goods is essential, or, where the time or times agreed for delivery of the goods is essential when taking into account all the relevant circumstances at the time of conclusion of the Contract, then failure by CORE to deliver the goods within the time or times specifically agreed will entitle the Customer to repudiate the Contract if he chooses to do so.
2. If the Customer repudiates the Contract in accordance with conditions 5 (a)(i) and/or 5 (a)(ii), then CORE shall, without undue delay, reimburse all the sums paid under the Contract to the Customer.
6. 1. Payment of any sums due to CORE for goods shall be made as follows on cash sales, at the point of sale, and where the Customer has opened a credit account with CORE, within 30 days from the date on which the goods are invoiced unless otherwise specified.
   2. Non-payment by the Customer of any sums due to CORE shall entitle CORE, without prejudice to any other rights it may have, to discontinue any further supplies and shall entitle CORE to withhold supply of the goods or any part thereof until all monies due by the Customer to CORE on whatever accounts are paid.
   3. The Customer shall not be entitled to withhold payment of any sums due to CORE merely by reason of the fact that part only of a consignment of goods has been supplied. CORE shall be entitled to payment for such part or parts of such consignments of goods as have been supplied.
   4. CORE shall not entertain any query in relation to the price of any goods on any invoices unless such query is (i) made bona fide and (ii) raised within 30 days of the date of the invoice, unless there is manifest error on such invoice/s.
   5. Whether CORE discontinues supplies of goods where payment for some goods is overdue or decides to continue to supply goods where payment for some goods is overdue notwithstanding its entitlement to discontinue such supplies, the Customer shall pay to CORE late payment interest pursuant to the EU Late Payments in Commercial Transactions Regulations, 2012 on such overdue payments until such overdue payments, together with accrued interest, have been paid in full. Such interest shall be payable on demand and may be charged and added to the balance of overdue payments from time to time. A statement from CORE of the amount of late payment interest shall, in the absence of manifest error, be conclusive. These interest provisions do not apply where the Customer is a Consumer.
   6. CORE reserves the right to apply any monies received from the Customer in discharge of the oldest invoice/s remaining unpaid at any time.
   7. CORE may, at its discretion, supply goods by instalments. Where goods are supplied by instalments, each instalment shall be deemed to be the subject of a separate contract and CORE shall issue an invoice and the Customer shall pay for same as if each instalment constituted the performance by CORE of a separate contract. No default or failure by the Company in respect of any one or more instalments shall vitiate this agreement in respect of any goods previously supplied or in respect of any unsupplied goods.
7. Ownership of and title to goods supplied by CORE to the Customer shall remain in CORE until the goods have been paid for in full. Until all goods sold have been paid for in full, the Customer shall, as regards any goods it has received from CORE:
1. store such goods so as clearly to show them to be the property of CORE and shall keep such goods in their original state, in perfect order, repair and condition suitably stored and protected from weather and risk;
2. hold such goods and all monies received from any sub-sales thereof (if any) as Bailee and Trustee respectively for CORE provided that nothing herein shall constitute the Customer the agent of CORE for the purpose of any such sub-sales, and
3. if the Customer sells or disposes of any of the goods before paying for same, the Customer shall in such case act on its own account and not as agent for CORE and shall hold all monies received from such sales or disposals in trust for CORE.
8. CORE shall be entitled to repossess any goods supplied to the Customer in respect of which payment is overdue and thereafter to keep, resell or otherwise dispose of same as CORE deems fit. For these purposes, the Customer HEREBY GRANTS an irrevocable right, permission and licence to CORE, its servants and agents, to enter with or without vehicles on to any premises of the Customer where such goods are situated for the purpose of repossessing the said goods. The Customer further agrees and undertakes not to obstruct or in any way to resist CORE in its efforts to repossess such goods either from the Customer’s premises or from any other premises at which such goods are situated. If CORE should exercise its rights pursuant to this sub-clause it and/or its agents will take reasonable care to avoid causing damage or inconvenience to the Customer and/or its property but CORE and/or its agents shall not be liable for any such damage or inconvenience so caused. If demanded by CORE, the Customer agrees to deliver up to CORE any goods not paid for when payment has fallen due howsoever. Nothing in this clause shall confer any right upon the Customer to return any of the goods to CORE may maintain an action for the price of the goods or some or all of same notwithstanding that ownership of and title to the goods shall not have vested in the Customer. For the avoidance of any doubt on the Customer’s part, this clause constitutes and is intended to constitute a Retention of Title clause and is accepted by the Customer, without reservation, on the receipt of these terms of sale and/or the signing of CORE Credit Application Form (of which these terms of sale form part) by the Customer.
9. Notwithstanding that the title in the goods shall not pass to the Customer, except as is provided for above, the goods shall be at the risk of the Customer from the time of collection by the Customer or delivery to the Customer of such goods. Where the Customer is a Consumer and CORE dispatches the goods, the goods remain at CORE’s risk until the Customer acquires physical possession of the goods. This does not apply, however, where the goods are delivered to any carrier who/which is not proposed by CORE and who/which is commissioned or engaged for the purpose by the Customer. In such case/cases, the goods are at the Customer’s risk upon delivery of them to such carrier.
10. 1. Goods are not sold as fit for any particular purpose and the Customer alone is responsible for selecting goods which are suitable for the Customer’s purpose.
    2. No warranty, guarantee, undertaking or assurance and/or representation whatsoever is given or made in regard to the fitness of any goods for any particular purpose or of the quality of any goods.
    3. No liability whatsoever shall attach to CORE in relation to goods alleged to be damaged or defective unless such allegations are reported in writing to CORE within five working days of receipt of such goods by the Customer and facilities are immediately provided to CORE or its agent to inspect the said goods. If CORE or its agent, having inspected the said goods, agrees with the Customer that the goods are damaged or defective, normal wear and tear excluded, then provided such damage or defect is or was not caused by the Customer its servants, agents or employees, then CORE will accept return of the goods so damaged or defective and will issue a credit note to the Customer for replacement of same.
    4. CORE’s liability for any claim, whether in contract, tort (including negligence) or otherwise for any loss, damage, inconvenience and/or costs arising out of or in connection with any goods shall in no case exceed the price paid by the Customer for such goods.
    5. CORE shall not be liable for any loss of current or future profits, loss of opportunity or enterprise, special damages or any consequential loss, special loss, incidental loss, punitive loss or damage alleged or suffered by CORE whether occasioned or alleged to have been occasioned by the negligence of CORE, its employees, servants and/or agents or otherwise. Howsoever, nothing in this clause or this agreement is intended to or shall have the effect of limiting, excluding, prejudicing or in any way adversely affecting the rights however arising of Consumers in the Republic of Ireland nor shall they operate to limit or exclude any statutory rights which cannot be legally limited or excluded, including any statutory rights of Consumers. Nothing in these terms and conditions shall exclude or limit the liability of CORE for death or personal injury resulting from the negligence of the Company or any of its employees, servants or agents.
11. 1. All deliveries of goods to the Customer shall be to a place as agreed in advance between the parties (hereinafter called “the delivery point”) and the Customer undertakes to ensure that the delivery point and access thereto shall in all respects be cleared and made ready for the delivery and receipt of the goods without undue difficulty and/or inconvenience and/or unacceptable risk to the goods and/or CORE, its servants, agents or employees.
    2. If in the reasonable opinion of CORE and/or its delivery agent the delivery point and access thereto are not cleared and made ready for the receipt of any of the goods or pose or might pose an undue difficulty and/or inconvenience and/or an unacceptable risk to CORE, its servants, agents or employees, or to any of the goods to complete delivery, CORE expressly reserves the right to refuse to complete delivery of the goods or some or any of them. In such event, CORE will arrange for the storage of such undelivered goods at cost to be borne by the Customer (except where the Customer is a Consumer) and CORE shall notify the Customer at the earliest reasonable opportunity as to where such goods are stored, the cost of storage and the cost for completion of delivery of the goods.
    3. Goods are deemed to be supplied, and CORE is deemed to have properly performed its obligations under these terms and conditions, when CORE delivers the goods to the delivery point or, by agreement, when CORE makes the goods available for collection by the Customer or its agent or any carrier employed by the Customer (who shall solely be the Customer’s agent) at CORE ’s premises.
    4. The Company shall not deliver goods to any third party unless specifically requested in writing by the Customer so to do.
    5. CORE reserves the right to charge for all deliveries of goods to the Customer. Where the Customer is a Consumer the costs of delivery, which are additional costs, will be expressly agreed with the Customer before any binding Contract will exist between the Customer and CORE.
    6. Unless expressly agreed all deliveries of goods shall be completed during normal working hours meaning between the hours of 8.00am and 1.00pm and 2.00pm and 5.00pm, Monday to Friday (exclusive of any bank holidays and normal public holidays) and all collections of goods shall be during CORE ’s business opening hours only. Notwithstanding, if CORE agrees to a special request by the Customer for delivery of goods outside of normal working hours such agreement is subject strictly to an additional delivery fee being agreed by the parties prior to completion of the delivery.
12. CORE shall not be liable to the Customer or to any third parties for failure or delay in performance of any of its obligations to the Customer where such failure or delay in performance results from the failure of the Customer to perform any of its obligations under this agreement or from any cause or causes beyond the control of CORE or beyond control of CORE ’s suppliers including, but not limited to war, pandemic, sabotage, riot or other acts of civil disobedience, strikes, lock-outs, trade disputes or other trade disturbances, acts of God, acts of any Government, Government Agency or such like body, legal actions or restrictions, embargos, illness, accident, fire, explosion, flood, tempests, delays in delivery to CORE or by CORE’s suppliers, shortage of labour, fuel, raw materials or machinery, weather or any other force majeure and in the event of failure or delay in performance by CORE for any such cause CORE shall be entitled, without liability to the Customer or to any third parties, to cancel or vary the terms of this and any Contract with the Customer.
13. Without prejudice to any other rights which CORE may have, CORE shall be entitled to cancel any uncompleted orders and withhold or suspend supply of further goods and to demand payment forthwith of all sums due by the Customer to CORE and in any other way it deems appropriate and reasonable to vary its agreements with the Customer up to and including, where appropriate, termination of such agreements if the Customer:
1. fails to comply with any of these terms and conditions and/or any payment or credit terms agreed between it and CORE are breached;
2. commits an act of bankruptcy or insolvency or engages a Personal Insolvency Practitioner in relation to its affairs and/or creditors or enters into a Personal Insolvency Arrangement or makes an arrangement or composition with its creditors or suffers any distress or execution to be levied against it;
3. has a Receiver, Examiner, Administrator or Liquidator appointed to it;
4. resolves or is ordered to be wound up or serves Notice of Intention to call a creditors’ meeting;
5. acts in such a way as to cause damage to CORE’s business, goodwill or reputation, or
6. without prior agreement with CORE, cancels a direct debit mandate in favour of CORE or if a cheque furnished by the Customer is returned unpaid to CORE.
14. This Contract shall be governed by and interpreted in accordance with the laws of the Republic of Ireland and the parties hereto irrevocably agree that the Courts of Ireland shall have exclusive jurisdiction to hear and determine any legal proceedings which may arise out of or in connection with these terms and conditions and any contracts between the parties hereunder.
15. If any goods are supplied with packaging designated by CORE as “returnable”, the Customer shall return such packaging, carriage paid and in perfect order and condition, to CORE within one month of supply of such goods to the Customer. This provision shall not apply where the Customer is a Consumer.
16. CORE will not be liable for loss or damage to goods or materials in transit in the Republic of Ireland or elsewhere.
17. Goods shall not be returned after supply without CORE ’s prior agreement in writing and in any such event the Customer must prove to the satisfaction of CORE that the goods intended to be returned were in fact supplied by CORE When CORE so agrees, except where the Customer is a Consumer, the Customer shall pay a re-stocking charge of 15% of the price of the goods.
18. If any one or more of these terms and conditions and/or any sub-clauses therein shall for any reason be held to be unenforceable, illegal or otherwise invalid, such unenforceability, illegality or invalidity shall not affect any other of these terms and conditions and these terms and conditions shall be read and construed as if such unenforceable, illegal or invalid provision(s) had never been contained herein.
19. When the Customer, being an individual, supplies personal data to CORE, CORE may process his or her or their personal data including sharing it with other relevant third parties, but only in compliance with the General Data Protection Regulation for any of the following purposes:
1. to provide the Customer with information about products or services which the Customer may be interested in;
2. to enable or assist CORE to carry out its obligations in regard to any contracts for supply of goods and/or services to the Customer;
3. to enable CORE to notify the Customer of changes to the CORE’s services and/or terms and conditions;
4. to assist or enable the Company to deliver goods to the Customer, and/or
5. to assist CORE in its administration, risk assessment and credit checking, including carrying out credit checks against the Customer.

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