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1 Application
1.1 These conditions apply to all contracts between the Company (493K Limited) & the Buyer and override all conditions stipulated by the Buyer (even if submitted in a later document). Any other agreements between the parties relating to the subject matter of this order are terminated (except an agreement into which these conditions are incorporated).
1.2 No variation of these conditions is permitted unless agreed in writing by a director of the Company.
2 Price
2.1 The price to be paid for the goods will be at the agreed price on the date when the order was placed.
2.2 The price does not include the Buyer's local taxes or import duties and are quoted ex-works.
2.3 Delivery prices are quoted separately being dependent upon location of point of delivery and quantity of Goods per delivery.
3 Payment
3.1 30% of Price deposit is payable immediately on invoice with acknowledgement of order. A further 60% of Price is payable immediately on confirmation of dispatch. The remaining 10% is payable in 30 days ARI on completion of installation and commissioning, when invoiced by the Company.
3.2 The Company reserves the right to charge interest on overdue in terms of the late Payment of Commercial Debts (Interest) Act 1998.
3.3 The Company may at any time require the Buyer to make payment (or part payment) in advance of Delivery or require security for payment.
3.4 If the Buyer fails to make payment for the due date or when required, the Company may (without prejudice to any other remedy which it may have) cancel the contract or any other contract between the Buyer and the Company and / or suspend delivery of goods until payment is made.
3.5 The Buyer will have no Statutory or other right of set off.
4 Delivery
4.1 Contract / delivery dates and times are approximate only and while every effort will be made to meet them, the Company will not accept responsibility or liability if any dates / times cannot be met.
4.2 Without prejudice to Clause 4.1 the Company will not be liable for any delay in delivery or non-delivery of Goods caused by any circumstances beyond the Company's control including without limitation, any Act of God, explosion, fire, flood, war, hostilities, accident, delay in delivery or non-delivery by the Company's suppliers, breakdowns or accidents to machinery, order or decree of any Court or action of any Governmental authority, or any other causes or circumstances beyond the Company's control: on the occurrence of any of the above events the Company reserves the right to cancel or suspend the whole or part of any service or delivery.
5 Risk & Property
5.1 Goods supplied to the Buyer will remain the property of the Company until full payment in cash or cleared cheques has been received by the Company for these goods & for all other goods delivered in respect of which payment is outstanding.
5.2 The Buyer will protect, store & identify the goods by reasonable means so that they can be recognized as the property of the Company until the conditions of Clause 5.1 have been fulfilled.
5.3 If the Buyer is in breach of any of its obligations to the Company, or the order or the contract for the supply of Goods is cancelled or capable of being cancelled under Clause 7 below, and provided the goods are still in existence, the Company may (a) by notice to the Buyer requires that the goods be redelivered and / or (b) with or without previous notice retake possession of the goods. For this purpose the Buyer irrevocably authorizes the Company’s representatives to enter the premises on which the goods are situated and remove the goods.
5.4 Risk in all goods or services supplied to the Buyer will pass to the Buyer on delivery.
6 Liabilities & Warranties
6.1 Nothing in this clause will be deemed to exclude or restrict the Company's liability for death or personal injury resuming from the Company's negligence.
6.2 If any goods supplied on behalf of the Company prove on inspection to be defective in materials or workmanship, the Company will (at its option) refund to the Buyer the price of goods or offer replacement, but in no circumstances will liability exceed the cost of replacement or the price paid by the Buyer for the goods.
6.3 The Buyer will determine the suitability of the goods for his intended use and will not rely upon any representations made by or on behalf of the Company. The Company's liability will not exceed the limitations in Clause 6.2 above.
6.4 The Company will not be liable for any consequential or indirect loss suffered by the Buyer whether this loss arises from a breach of duty, in contract or in tort or in any other way (including loss arising from Company's negligence). Non-exhaustive illustrations of consequential or indirect loss are loss of profits, loss of contracts, and damage to property of the Buyer or anyone else.
6.5 Except as set out in these conditions all warranties and conditions, whether express or implied, statutory or otherwise are excluded.
6.6 The Company may be willing to undertake liability additional to that provided in this clause in exchange for a higher price.
7 Termination
7.1 If there is appointed a Receiver or Administrator of the Buyer's property on assets or any part of them, or a Court Order is made or a resolution passed for the winding up of the Buyer (except for the purposes of amalgamation or re-construction) or if the Buyer commits an act of bankruptcy, or any bankruptcy petition is presented against the Buyer, the Company may by notice in writing to the Buyer cancel all orders and contracts between them or any part remaining unfulfilled.
8 Jurisdiction
8.1 All contracts between the Company and the Buyer shall be governed and construed in accordance with the Laws currently in operation in Northern Ireland and the Buyer agrees to submit to the jurisdiction of the Courts of Law in N. Ireland in respect of them. |
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