Terms and Conditions

1. Definitions

1.1

In these Conditions the following words shall have the following meanings:

· "Supplier" means Excell Energy Group Limited.

· "Conditions" means the terms and conditions of sale set out in this document.

· "Goods" means batteries, chargers, accessories, components and any other products supplied by the Supplier.

· "Purchaser" means the party placing the Order.

· "Order" means the order placed by the Purchaser with the Supplier.

· "Services" means any work, labour, technical support, collection, recycling, consultancy or other services performed by the Supplier.

· "Contract" means any agreement between the Supplier and the Purchaser for the sale or supply of Goods or the performance of Services.

1.2

Headings are for convenience only and shall not affect the interpretation of these Conditions.

2. Acceptance of Conditions

2.1

These Conditions constitute the entire agreement between the parties and supersede any previous agreements, understandings, representations or communications.

2.2

These Conditions shall apply to all Orders accepted by the Supplier and shall prevail over any terms proposed by the Purchaser unless expressly agreed in writing by a Director of the Supplier.

2.3

Placement of an Order shall constitute acceptance of these Conditions.

2.4

No variation to these Conditions shall be binding unless agreed in writing by a Director of the Supplier.

3. Quotations

3.1

Any quotation provided by the Supplier does not constitute a binding offer.

3.2

Quotations are valid for 30 days from the date of issue unless otherwise stated in writing.

3.3

The Supplier reserves the right to withdraw or amend any quotation prior to acceptance.

4. Prices

4.1

Goods shall be charged at the price applicable on the date of dispatch.

4.2

All prices are exclusive of VAT unless otherwise stated.

4.3

The Supplier reserves the right to amend prices before delivery to reflect increases in costs beyond its reasonable control, including but not limited to raw materials, transportation, duties, exchange rates, energy costs, supplier price increases, or changes in legislation.

4.4

Delivery charges are not included in the price of the Goods unless expressly stated otherwise. Delivery charges will be quoted at the point of order and will be confirmed on the order acknowledgement or invoice.

4.5

Additional delivery charges may apply for expedited deliveries, remote or offshore locations, failed delivery attempts, or special handling requirements.

5. Payment Terms

5.1

Payment shall be due within 30 days from the invoice date unless otherwise agreed in writing.

5.2

If payment is overdue, the Supplier may:

· Suspend deliveries.

· Require payment in advance for future Orders.

· Terminate any outstanding Orders.

· Remove the credit status from the purchaser’s account

· Pass the balance to a recovery agent

5.3

The Purchaser shall be responsible for all reasonable costs incurred by the Supplier in recovering overdue debts.

5.4

The existence of a dispute regarding part of an invoice shall not affect the due date for payment of the undisputed balance.

6. Delivery

6.1

Delivery dates provided by the Supplier are estimates only unless expressly confirmed in writing.

6.2

The Supplier shall not be liable for delays caused by circumstances beyond its reasonable control.

6.3

The Purchaser must inspect Goods immediately upon delivery and notify the Supplier of any shortages, damage or discrepancies within two working days.

6.4

Failure to notify the Supplier within the stated period may invalidate any claim relating to shortages, damage or delivery discrepancies.

7. Battery Collection and Recycling

7.1

As part of its commitment to environmental responsibility and compliance with applicable waste battery regulations, the Supplier can arrange collection of end-of-life batteries supplied by the Supplier.

7.2

Collection services shall be arranged by prior agreement and may be subject to minimum quantities, collection schedules, location requirements or additional charges where applicable.

7.3

All collected batteries shall be handled, transported and recycled through authorised waste management and recycling partners in accordance with applicable legislation.

7.4

The Purchaser shall ensure that batteries presented for collection are safely stored, packaged and made available for collection.

7.5

The Supplier reserves the right to refuse collection of batteries that have been damaged, improperly stored, contaminated or otherwise prepared in a manner that presents a safety risk.

8. Loss or Damage in Transit

8.1

Any claims for loss or damage in transit must be notified to both the Supplier and carrier within three days of delivery.

8.2

Claims for non-delivery must be made within three days of the expected delivery date or receipt of invoice.

9. Retention of Title

9.1

Ownership of the Goods shall remain with the Supplier until all amounts due to the Supplier have been paid in full.

9.2

Until ownership passes, the Purchaser shall store the Goods separately and clearly identify them as the property of the Supplier.

9.3

The Supplier reserves the right to recover Goods for which payment remains outstanding and the Purchaser grants the Supplier access to premises where such Goods are stored for this purpose.

10. Returns

10.1

Goods may only be returned with the Supplier's prior written approval.

10.2

The Supplier reserves the right to apply restocking charges and collection costs where Goods have been ordered incorrectly by the Purchaser.

10.4

Special-order, customised or non-stock items may not be eligible for return unless defective.

11. Warranty and Liability

11.1

The Supplier warrants that Goods supplied will conform substantially to their specification at the time of delivery.

11.2

The Supplier's liability shall be limited, at its discretion, to repair, replacement or credit of defective Goods.

11.3

The Supplier shall not be liable for:

· Incorrect installation or use of the Goods.

· Failure to follow charging, storage or maintenance instructions.

· Damage resulting from misuse, abuse, modification, neglect or unauthorised repair.

· Normal wear and tear.

· Consequential or indirect losses, including loss of profit, revenue, contracts or business opportunity.

12. Suitability of Goods

12.1

The Purchaser is responsible for ensuring that the Goods are suitable for their intended application.

12.2

Technical advice provided by the Supplier is given in good faith but does not relieve the Purchaser of responsibility for verifying suitability for any specific application.

13. Force Majeure

13.1

The Supplier shall not be liable for any delay or failure in performance caused by circumstances beyond its reasonable control, including but not limited to supplier shortages, transportation disruption, industrial disputes, natural disasters, governmental action, pandemics, energy shortages or interruptions to supply chains.

14. Severability

14.1

If any provision of these Conditions is held to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect.

15. Indemnity

15.1

The Purchaser shall indemnify the Supplier against any third-party claims, liabilities,

costs, or damages directly arising from:

• (a) the Purchaser’s breach of contract, or

• (b) the Purchaser’s negligence or wilful misconduct,

provided that such claims are not attributable in whole or in part to any act or omission by the Supplier, its employees, agents, or subcontractors.

The Supplier shall likewise indemnify the Purchaser for any third-party claims, liabilities, costs, or damages arising from the Supplier’s own negligence, breach, or misconduct.

16. Notices

16.1

Any notice required under these Conditions shall be in writing and deemed received 48 hours after posting, immediately upon delivery by hand, or upon successful transmission by email.

16.2

The Purchaser shall promptly notify the Supplier of any change in address, company details or contact information.

17. Governing Law and Jurisdiction

17.1

These Conditions and any Contract shall be governed by and construed in accordance with the laws of England and Wales.

17.2

The courts of England and Wales shall have exclusive jurisdiction to determine any dispute arising from these Conditions or any Contract.

Prices

All prices are stated in Pounds Sterling (£) and are exclusive of VAT unless otherwise stated.

Delivery charges are not included in product pricing unless expressly agreed in writing and will be quoted at the point of order based on delivery location, quantity, weight or any special transport requirements.

The Supplier reserves the right to amend prices without prior notice. All Goods will be invoiced at the price applicable on the date of dispatch.

Small Orders

The Supplier reserves the right to apply a small order charge to Orders below a specified minimum value.

Returns Policy

Where Goods are ordered incorrectly by the Purchaser, any credit issued may be subject to a restocking charge and any applicable collection or carriage costs.

Returned Goods must be in a clean, unused and resaleable condition and in their original packaging before any credit can be issued.

The Supplier reserves the right to refuse credit for damaged, incomplete or unsaleable returned Goods.