Terms & Conditions of Sale and Repair

Definitions
1.1 “Company” means Trasmore Limited trading as DMI/Dental Medical Ireland, Vimac House, Unit H16, Centrepoint Business Park, Oak Road, Dublin 12
1.2  “Conditions” means these Terms and Conditions of Sale and/or Repair.
1.3 “Contract” means the contract for the sale of the Goods and/or the supply of the Services by the Company governed by these Conditions.
1.4 “Customer” means the person, firm or company from whom an Order is accepted by the Company.
1.5 “Goods” means the articles, equipment, consumables or any of them described in the Order and supplied under the terms of the Contract.
1.6 “Order” means the order placed by the Customer for the supply of the Goods.
1.7 “Services” means repair services described in the Order and supplied under the terms of the contract.
 
The Agreement
2.1 The Contract and all agreements from time to time entered into between the Company and the Customer which provide for the sale of any goods or the supply of any repair services by the Company to the Customer shall be deemed to incorporate these conditions which represent the entire agreement of the Company  and the Customer with regard to the Goods and/or the Services except as may be otherwise specifically agreed in writing by the Company. These Conditions shall  override any terms and conditions stipulated, incorporated or referred to by the Customer in any order, correspondence,  negotiations or in any other way.
2.2 No Order is binding on the Company until expressly accepted by the Company.
2.3 Acceptance of delivery of the Goods by the Customer or the submission by the Customer of goods for repair by the Company shall be deemed to constitute  acceptance of these Conditions to the exclusion of all other terms and conditions whatsoever.
2.4 If any term or condition herein (or part thereof) is held to be invalid or unenforceable for any reason by any court or competent authority, it is to that extent to  be deemed removed from the Contract without prejudice to the validity or effectiveness of the remaining terms and conditions hereof.

Title & Risk
3.1 The title in all merchandise supplied shall remain vested in the Company until the full purchase price shall have been paid and until the Company has received in  cleared funds all sums which are or which may become due to the Company from the Customer on any account.
3.2  Notwithstanding the above, the risk shall pass to the Customer at the time the goods are delivered.
3.3  Any Goods submitted to the Company for return or repair shall be sent at the risk and cost of the Customer.

Prices & Payment Terms
4.1  Prices and discounts are subject to change without notice and are ex-warehouse. Value Added Tax will be added at the prevailing rate. Insurance, handling,  packing and delivery charges are amounts which the customer shall pay in addition.
4.2  Orders are accepted with the understanding that Goods will be billed at prices prevailing on date of shipment. If a pro-forma has been issued, the prices quoted  therein will apply if the corresponding order is received before the expiry date of the pro-forma.
4.3  Payment terms are 30 days from date of invoice for consumables and service. All accounts past due are automatically placed on hold until payment is received.  A 40% deposit must be paid on all Equipment Orders at time of acceptance of order. The balance is payable 7 days before date of installation. Credit terms may  be amended or  withdrawn  if the company’s credit policy is not adhered to. 4.4  Where Goods are financed via Lease Purchase, installation will not be completed until an appropriate Lease Purchase Agreement has been signed by the Customer  and confirmed to the Company.
4.5  Interest may be charged on overdue accounts at the rate of 2% per month accruing daily.
4.6  Claims for shortages, incorrect items or damaged goods must be made within 5 days after receipt of goods. Non-receipt of goods must be reported in writing  within 5 days of receipt of month end statement.
4.7  Equipment provided on loan will be subject to a rental fee at the Company’s current rates.
4.8  The Customer shall not be entitled to make any deduction from the price of the Goods or the Services in respect of any alleged rights to set off or counter claim  unless both the validity and the amount thereof have been expressly acknowledged and admitted by the Company in writing.
4.9  The Company, while making every effort to carry out equipment installation work at times to be agreed with the Customer, cannot be held responsible for delays  or default in installing equipment, and will not be held responsible for any consequential costs or losses incurred by the Customer arising out of such delay or  default. In cases of delay by the Customer, the Company shall be entitled to be paid storage charges for the equipment.

Cancellation/ Returned Goods
5.1  No cancellation of any Order by the Company is permitted accept where expressly agreed by the customer in writing.
5.2  No Good can be returned without prior written permission of the Company. Goods approved for return by the Company, which are received in a saleable  condition, must be returned within 30 days of invoice date, otherwiae a handling charge of 20% plus vat will apply.
5.3  Licenced medicines with either a Product Authorisation code (PA) or Product Licence code (PL) will not be accepted for return unless it can be established that they have been stored under proper conditions and have been returned within 10 days of delivery to the customer. The medicinal products must be in their  original unopened packs and in saleable condition,.
5.4  Goods returned to the Company are done so at the Customer’s risk and must be shipped prepaid. A goods returned docket form (OPF6) and a copy of the  original invoice must accompany the return. 5.5  The Company will not accept returns of Goods procured specifically for the Customer or where Goods are returned more than 60 days after delivery.
5.6  A standard call out fee will apply where the Customer requests service and fails to cancel this request before dispatch of a service engineer. This includes situations  where the customer requests service from a number of suppliers with the intention of allocating the job to the first party to respond to the call.

Limited Warranty
6.1  The Company will repair or replace at its sole discretion any of its products, which are defective in manufacture, labelling or packaging within the warranty period.   Other than the foregoing, there are no warranties, express or implied including any warranty of merchantability or warranty or fitness for a particular use attaching  to any of the Goods sold by the Company. The warranty liability of the Company is limited to the duty of repair or replacement referred to above and does not include any liability for incidental,  consequential damages or indirect loss claimed to result from any failure of or defect in any of the Goods supplied by or repairs effected by the Company. The Company will endeavour to repair or replace defective products as quickly as possible but will not be responsible for providing replacement or backup  equipment during the period of repair. The Customer is advised to have suitable back up facilities in the event of a breakdown of the Goods. Where products are  purchased at reduced prices ex-showroom or ex-demo, the original manufacturer’s warranty may be expired or close to expiry. In such instances, these Products  are sold without any warranty.
6.2  The Company’s total liability for all claims in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise arising out of any  one Contract shall not exceed the Contract price.

Other Terms
7.1 Whilst the Company takes every precaution in the preparation of its catalogues, technical circulars, price lists and other literature, these documents are for the  Customer’s general guidance only and the particulars contained therein shall not constitute representations by the Company and the Company will not be bound  thereby. Prices may change without notice.
7.2  In Accordance with Health Product Regulatory Authority (HPRA) regulations, products of a medicinal nature which do not have product authorisation for sale in  Ireland can only be supplied on a prescription basis.


Governing Law and Jurisdiction
8.1  The contract shall be governed by and construed in accordance with Irish Law and all disputes arising in connection with the Contract shall be submitted to the exclusive jurisdiction of the Irish courts.