Terms and Conditions of Sale

These Terms and Conditions apply to the sale and supply of goods and services by National Electrical Wholesalers (Irl) Limited, whether ordered or purchased through our website, in one of our branches, by telephone, by email, through a trade account or by any other method.

By placing an order with National Electrical Wholesalers (Irl) Limited, the Customer agrees to be bound by these Terms and Conditions.

Nothing in these Terms and Conditions is intended to exclude, restrict or affect any statutory rights available to a consumer under applicable Irish law.

1. Definitions

In these Terms and Conditions:

• "Company", "NEW", "we", "us" or "our" means National Electrical Wholesalers (Irl) Limited.
• "Customer", "Purchaser", "you" or "your" means the person, firm, company or other organisation purchasing or seeking to purchase Goods from the Company.
• "Consumer" means an individual acting for purposes wholly or mainly outside that individual's trade, business, craft or profession.
• "Business Customer" means a Customer acting in connection with a trade, business, craft or profession.
• "Goods" means any products, goods or services supplied or agreed to be supplied by the Company.
• "Agreement" means any agreement between the Company and the Customer for the purchase and sale of Goods, incorporating these Terms and Conditions and, where applicable, any quotation, trade credit application, personal guarantee or other terms expressly agreed in writing.
• "Website" means the Company's website and any online ordering service operated by or on behalf of National Electrical Wholesalers (Irl) Limited.

2. General Conditions of Sale

All orders are accepted and executed on the understanding that the Customer is bound by these Terms and Conditions.

These Terms and Conditions apply to purchases made online, in branch, by telephone, by email, through a trade account or by any other ordering method.

In relation to Business Customers, where there is any inconsistency between these Terms and Conditions and any conditions which the Customer seeks to impose, these Terms and Conditions shall prevail unless otherwise expressly agreed by the Company in writing.

No waiver, alteration or modification of these Terms and Conditions requested by a Business Customer shall be binding on the Company unless agreed in writing by a Director or authorised representative of the Company.

3. Orders and Acceptance

All orders are subject to acceptance by the Company and to availability of stock. Placing an order does not necessarily mean that the Company has accepted that order.

For online orders, an automated order acknowledgement confirms that the order has been received but does not necessarily constitute acceptance. An Agreement will normally be formed when the Company confirms acceptance, dispatches the Goods or notifies the Customer that the Goods are available for collection.

The Company reserves the right to refuse or cancel an order prior to acceptance, including where:

• Goods are unavailable;
• there has been an obvious pricing or product information error;
• payment cannot be authorised;
• the Customer's credit account is overdue or suspended;
• the Company reasonably suspects fraudulent or unauthorised activity; or
• the Company is otherwise unable reasonably to fulfil the order.

Certain Goods may only be supplied in full pack, box, reel or manufacturer's quantities. Where applicable, the Customer will be advised of the relevant quantity.

4. Quotations

Unless otherwise specifically stated in writing, quotations are valid for thirty (30) days from the date of quotation.

A quotation does not constitute an obligation on the Company to supply Goods until the relevant order has been accepted.

All quotations are subject to availability of Goods.

Unless a fixed price has expressly been agreed in writing, quotations may be subject to alteration where there is a material change in manufacturer or supplier pricing, taxation, duties or other costs before the order is accepted.

5. Prices

Prices and discounts may be amended from time to time.

Unless expressly stated otherwise, prices quoted to Business Customers are exclusive of VAT, delivery, packaging, carriage and any other applicable tax, duty or charge. VAT will be charged at the applicable rate.

Where Goods are offered for sale to Consumers, prices and charges will be displayed in accordance with applicable consumer law.

The Company reserves the right to correct obvious pricing, typographical, administrative or calculation errors.

If an error affects an order which has not yet been accepted, the Customer may be given the opportunity to proceed at the correct price or cancel the affected order.

6. Payment

Unless the Customer has an approved credit account or other payment terms have been agreed in writing, payment in full must be made before the dispatch or collection of Goods.

Payment may be made using the payment methods accepted by the Company from time to time.

Where a Customer has previously authorised an agreed payment method for an account or transaction, the Company may use that payment method where the Customer has authorised it to do so, subject to applicable payment and data protection rules.

6.1 Trade Credit Accounts

Customers with an approved trade credit account must pay invoices in accordance with the payment terms applicable to that account.

Unless otherwise agreed in writing, payment shall be made by the last day of the month following the month in which the relevant invoice is issued.

The Company may review, reduce, suspend or withdraw a credit facility where reasonably necessary, including where the Customer has failed to comply with agreed payment terms or there has been a material change in the Customer's creditworthiness.

Where a Business Customer defaults in payment, the Company may suspend further deliveries or cancel any uncompleted portion of an order without affecting the Customer's obligation to pay for Goods already supplied.

In relation to commercial transactions, the Company reserves the right to charge statutory late payment interest and to recover any applicable compensation and reasonable recovery costs in accordance with the European Communities (Late Payment in Commercial Transactions) Regulations 2012, as amended.

7. Delivery

Any delivery date or time given by the Company is an estimate unless expressly agreed otherwise in writing.

The Company will make reasonable efforts to meet estimated delivery dates but shall not be liable to a Business Customer for delay resulting from circumstances outside the Company's reasonable control.

Deliveries may be made in instalments where reasonably necessary.

Customers must provide complete and accurate delivery information and reasonable access to the delivery location.

Additional costs incurred as a result of incorrect delivery information, restricted access, refused deliveries or unsuccessful delivery attempts may be charged to the Customer where appropriate.

8. Shortages, Damage and Loss in Transit

8.1 Business Customers

Business Customers should inspect Goods and packaging at the time of delivery wherever reasonably possible.

Any apparent shortage or visible damage should be recorded on the carrier's delivery documentation at the time of delivery.

Where Goods are damaged in transit, the Business Customer should notify National Electrical Wholesalers as soon as reasonably possible and preferably within forty-eight (48) hours of receipt.

Goods and packaging relating to a transit damage claim should be retained where reasonably practicable so that they may be inspected by the Company or carrier.

Any apparent loss or short delivery should be notified to the Company as soon as reasonably possible. Where a shortage is apparent at delivery, the shortage should also be recorded on the relevant delivery note.

In the event of apparent non-delivery, Business Customers should notify the Company as soon as reasonably possible and preferably within five (5) days of the expected delivery date or relevant notification of dispatch.

When submitting a claim, Customers may be asked to provide information including:

• invoice, order or delivery note number;
• date the consignment was received;
• condition of the packaging;
• details of any damage or shortfall;
• photographs where appropriate;
• a copy of the delivery note; and
• details of any communication with the carrier.

Prompt notification is required so that the Company can investigate claims with the relevant carrier. Failure by a Business Customer to notify the Company within a reasonable period may affect the Company's ability to investigate or accept a claim.

8.2 Consumers

The above notification periods are requested for the purpose of allowing us to investigate delivery issues promptly but do not limit or remove any statutory rights available to Consumers.

9. Click & Collect and Branch Collection

Where Goods are ordered for collection, Customers should wait until confirmation has been received that the Goods are ready before travelling to the relevant branch.

Stock availability displayed online may change before an order is processed and, where appropriate, Goods may need to be transferred from another Company location before collection.

The Company may request reasonable proof of identity, proof of purchase or order confirmation before releasing Goods.

10. Inspection of Goods

Business Customers should inspect Goods promptly following delivery or collection and notify the Company as soon as reasonably possible of incorrect Goods, shortages or visible defects.

We recommend that Business Customers report such issues within three (3) days where reasonably practicable.

These requested notification periods do not affect the statutory rights of Consumers.

11. Returns

11.1 Faulty, Damaged or Incorrect Goods

Where Goods are faulty, damaged, incorrectly supplied or otherwise do not conform to the Agreement, the Customer should contact the Company as soon as reasonably possible.

Where the Customer is a Consumer, remedies will be provided in accordance with applicable Irish consumer law.

11.2 Business Customer Change-of-Mind Returns

Goods correctly supplied against a firm order to a Business Customer may not be returned without the prior agreement of National Electrical Wholesalers.

Where the Company agrees to accept such a return, a handling or administration charge of up to twenty percent (20%) of the invoice value of the returned Goods may be deducted from any credit allowed.

The handling charge will not normally apply where the return is required because of an error by National Electrical Wholesalers or where the Goods were faulty when supplied.

Goods returned for credit must normally be unused, complete, undamaged and in a fully resaleable condition, including original packaging where applicable.

The Company may refuse credit for Goods which are damaged, incomplete, used, installed or otherwise unsuitable for resale, except where the Goods are being returned because they are faulty or where applicable law provides otherwise.

Business Customers may be responsible for the cost of returning Goods unless the return results from an error by the Company or faulty Goods.

12. Special Orders, Cut Cable and Bespoke Goods

Goods which have been specially ordered, sourced, manufactured, assembled, programmed, cut or altered specifically for a Customer may not normally be cancelled or returned once the Company has committed to the order.

This includes, without limitation, cable cut to a Customer's specified length.

No change-of-mind credit will normally be provided to a Business Customer for cable cut to order, bespoke Goods, customised Goods or non-stock Goods specifically purchased for that Customer.

This section does not affect rights arising where Goods are faulty, incorrectly supplied or where applicable consumer law provides otherwise.

13. Consumer Cancellation Rights for Distance Purchases

Where a Customer is a Consumer and enters into an eligible distance contract, including certain purchases made online or by telephone, the Consumer may have a statutory right to cancel the contract without giving a reason.

For most contracts for the sale of Goods to which the statutory cancellation right applies, the cancellation period expires fourteen (14) days after the day on which the Consumer, or a person nominated by the Consumer other than the carrier, takes physical possession of the Goods.

Where several Goods forming part of the same order are delivered separately, different rules may apply to when the cancellation period begins.

To exercise the right to cancel, the Consumer must clearly inform the Company of the decision to cancel before the relevant cancellation period expires.

The Consumer may use any clear statement communicating the decision to cancel.

Certain Goods and contracts are excluded from the statutory cancellation right under applicable law. This may include certain bespoke or personalised Goods and certain Goods made to a Consumer's specifications.

This statutory cancellation right relates to qualifying distance and off-premises contracts and does not create an equivalent general change-of-mind right for purchases made in branch.

14. Consumer Returns Following Cancellation

Where a Consumer validly cancels a distance contract, the Consumer must return the Goods in accordance with applicable law.

Where permitted by law and where the Consumer has been informed of the obligation, the Consumer may be responsible for the direct cost of returning cancelled Goods.

The Consumer may also be responsible for any reduction in value resulting from handling the Goods beyond what is necessary to establish their nature, characteristics and functioning, where permitted by law.

15. Refunds

Approved refunds will normally be made using the original payment method unless otherwise agreed or reasonably necessary.

Where a Consumer validly exercises a statutory cancellation right, reimbursement will be made within the periods required by applicable law.

Where permitted by law, the Company may withhold reimbursement until returned Goods have been received or the Consumer has provided evidence that the Goods have been returned, whichever occurs first.

16. Product Descriptions, Specifications and Illustrations

The Company takes reasonable care to ensure that descriptions, specifications, drawings, dimensions, photographs and other product information are accurate.

Unless expressly incorporated into an Agreement as a specific requirement, descriptions, drawings, illustrations, dimensions and photographs should be treated as general product information and may be approximate.

Manufacturers may change product specifications, designs, packaging, finishes or appearance from time to time without prior notice.

The Company reserves the right to supply Goods incorporating minor specification changes made by a manufacturer, provided that the Goods continue materially to conform to the Agreement and applicable law.

Product photographs are illustrative. Colours, finishes, packaging and appearance may differ slightly from those shown online or in printed materials.

17. Product Suitability

Customers are responsible for checking that Goods are suitable for their intended application before installation or use.

Where dimensions, ratings, compatibility or other technical characteristics are critical, Customers should check the manufacturer's current technical documentation or contact the Company before ordering.

Advice provided by branch staff, telephone, email or through the Website constitutes general product guidance unless the Company has expressly agreed in writing to provide a professional design, engineering or consultancy service.

18. Installation and Use of Electrical Products

Electrical products must be selected, installed, inspected, tested, maintained and used appropriately and in accordance with applicable legislation, regulations, standards and manufacturer instructions.

Where applicable law or regulation requires electrical work to be carried out by a suitably qualified, competent or registered person, the Customer is responsible for ensuring that this requirement is met.

The Company shall not be responsible for defects or damage caused by incorrect installation, misuse, unauthorised modification, accidental damage or failure to follow applicable manufacturer instructions, subject always to applicable law.

19. Manufacturer Warranties

Certain Goods may be supplied with a manufacturer's warranty.

Manufacturer warranties are additional to, and do not replace, any statutory rights which apply to the Customer.

Warranty claims may require proof of purchase and may be subject to inspection, testing and the relevant manufacturer's warranty procedures.

20. Retention of Title – Business Customers

This section applies to Business Customers.

Risk in the Goods shall pass to the Customer upon delivery, collection or such other time as may expressly be agreed.

Ownership of Goods supplied by the Company shall remain with the Company until the Company has received in cleared funds all amounts due in respect of those Goods.

Until ownership passes, the Customer shall, so far as reasonably practicable, keep the Goods identifiable as Goods supplied by the Company and shall not intentionally remove identifying marks relating to them.

Where the Customer is permitted in the ordinary course of business to resell or use Goods before ownership passes, that permission may be withdrawn where payment becomes overdue or where the Customer becomes insolvent.

Subject to applicable law, where Goods remain the property of the Company and the Customer is in default of payment, the Company may require the Customer to make those Goods available for collection.

21. Suspension and Termination – Business Customers

Without prejudice to any other rights available to the Company, the Company may suspend deliveries, suspend or withdraw credit or cancel the uncompleted portion of an order where a Business Customer:

• fails to make payment when due;
• commits a material breach of its obligations to the Company;
• becomes insolvent;
• enters liquidation, examinership, receivership or a comparable procedure;
• ceases or threatens to cease carrying on a substantial part of its business; or
• where the Company reasonably believes that the Customer will be unable to meet its payment obligations.

The Customer shall remain responsible for payment for Goods supplied and other amounts which became due before suspension or termination.

22. Liability – Business Customers

This section applies to Business Customers only.

Nothing in these Terms and Conditions excludes or limits liability where it would be unlawful to do so, including liability for death or personal injury caused by the Company's negligence, fraud or fraudulent misrepresentation.

Subject to the preceding paragraph and to applicable law, the Company shall not be liable to a Business Customer for indirect or consequential loss or for loss of profit, revenue, anticipated savings, business opportunity, goodwill or data arising out of or in connection with the Agreement.

Subject to applicable law, the Company's aggregate liability arising out of a particular order shall not exceed the price paid or payable for the Goods giving rise to the relevant claim.

Business Customers are responsible for arranging appropriate insurance for their business activities and for liabilities arising from their installation, resale or use of Goods where appropriate.

23. Consumer Rights and Liability

Nothing in these Terms and Conditions excludes, restricts or limits any statutory right or remedy available to a Consumer under Irish law.

Goods supplied to Consumers must comply with the requirements of applicable consumer law, including requirements relating to conformity with the sales contract.

Depending on the circumstances, Consumers may have statutory rights to remedies such as repair, replacement, price reduction or termination of the contract and refund where Goods do not conform to the contract.

Any provision of these Terms and Conditions which cannot lawfully apply to a Consumer shall not apply to that Consumer to the extent of the relevant restriction.

24. Force Majeure

The Company shall not be liable to a Business Customer for delay or failure to perform its obligations caused by circumstances beyond the Company's reasonable control.

Such circumstances may include, without limitation, natural disasters, severe weather, fire, flood, war, civil disturbance, industrial disputes, interruption of utilities or transport networks, supplier or manufacturer disruption, shortages of materials, government action, import or export restrictions, epidemics or pandemics, or failures of telecommunications or information systems.

The Company will use reasonable efforts to minimise the effect of such circumstances.

25. Website Use

The Website may only be used for lawful purposes.

Users must not:

• attempt to gain unauthorised access to the Website or associated systems;
• interfere with the operation or security of the Website;
• introduce malicious software or code;
• misuse another Customer's account or credentials;
• use automated systems in a manner which materially disrupts the Website; or
• use the Website for fraudulent or unlawful activity.

The Company does not guarantee that the Website will always be available, uninterrupted or free from errors.

The Company may suspend, withdraw, restrict or modify parts of the Website where reasonably necessary.

26. Website Stock Availability

Stock figures displayed on the Website are provided to assist Customers but stock levels may change between the time they are displayed and the time an order is processed.

Goods shown as available at a particular branch may occasionally have been sold, reserved, transferred or otherwise allocated before an order is processed.

Where this occurs, the Company may contact the Customer to arrange an alternative branch, transfer Goods, offer an alternative product or arrange a refund where appropriate.

27. Intellectual Property

Unless otherwise stated, content created for the Website, including text, graphics, branding, page designs and original imagery, is owned by or licensed to National Electrical Wholesalers (Irl) Limited and is protected by applicable intellectual property laws.

Manufacturer names, logos, trademarks, product photographs, specifications and other third-party intellectual property remain the property of their respective owners.

Website content may not be reproduced, republished or commercially exploited without permission except where permitted by law.

28. Customer Accounts and Security

Customers are responsible for keeping Website usernames, passwords and other account credentials secure.

Customers should notify the Company promptly if they believe that their account has been accessed without authorisation.

Business Customers are responsible for appropriately managing access granted to their employees and authorised representatives.

29. Data Protection and Privacy

The Company processes personal data in accordance with applicable data protection law, including the General Data Protection Regulation (GDPR) and the Data Protection Act 2018.

Personal information may be processed for purposes including:

• creating and administering customer accounts;
• processing, supplying and delivering orders;
• invoicing and payment administration;
• customer service;
• fraud prevention and security;
• credit assessment and credit control;
• debt management and recovery;
• complying with legal and regulatory obligations; and
• marketing where permitted by law.

Where a Business Customer applies for credit, the Company may carry out appropriate credit and identity checks and may use or disclose information for credit assessment, fraud prevention and debt recovery purposes where permitted by applicable law.

Further information about how the Company collects, processes and protects personal information is contained in the Company's Privacy Policy.

30. Product Availability, Discontinued Goods and Substitutions

All Goods are subject to availability.

Where Goods become unavailable, discontinued or superseded by a manufacturer, the Company may offer an equivalent or alternative product.

The Company will not knowingly substitute materially different Goods without the Customer's agreement where the substitution would materially affect the Customer's order.

31. Severability

If any provision of these Terms and Conditions is held by a court or competent authority to be invalid, unlawful or unenforceable, that provision shall be treated as modified to the minimum extent necessary or, where necessary, severed.

The remaining provisions shall continue in full force and effect.

32. Waiver

A failure or delay by the Company in exercising any right or remedy shall not constitute a waiver of that right or remedy and shall not prevent its later exercise.

33. Entire Agreement – Business Customers

In relation to Business Customers, the Agreement constitutes the entire agreement between the parties concerning the relevant order and supersedes previous discussions, correspondence and representations relating to that order except where expressly incorporated into the Agreement.

Nothing in this provision excludes liability for fraud or fraudulent misrepresentation.

34. Changes to These Terms and Conditions

The Company may update these Terms and Conditions from time to time.

Unless a change is required by law, the Terms and Conditions applicable to an order will normally be those in force when the Agreement for that order was formed.

The current version of these Terms and Conditions will be published on the Company's Website together with the date on which they were last updated.

35. Governing Law and Jurisdiction

These Terms and Conditions and Agreements with Business Customers shall be governed by the laws of Ireland.

Business Customers agree to submit to the jurisdiction of the Irish courts.

Where the Customer is a Consumer, nothing in this section deprives the Consumer of any mandatory rights or protections available under applicable law.

36. Contact

Questions relating to an order, delivery, return, account or these Terms and Conditions should be directed to National Electrical Wholesalers (Irl) Limited using the contact details published on our Website or by contacting your local National Electrical Wholesalers branch.