1. CONDITIONS TO PREVAIL
Unless otherwise agreed in writing by the seller, these Terms & Conditions shall override any terms or conditions stipulated, incorporated or referred to by the buyer, whether in the order or in any earlier negotiations.
2. NO ACKNOWLEDGEMENT OF ORDER
The Seller shall be under no obligation to acknowledge receipt of an order from the buyer, and shall be entitled to execute the order without further reference to the buyer.
3. PRICES
Prices are the seller’s prices ruling at the date of despatch. If extra expense is incurred as a result of the buyer’s instructions, or lack of instructions, the seller shall be entitled to recover such extra expense from the buyer.
4. TERMS OF PAYMENT
(a) For Purchases, payment shall be made 30 days from Invoice Date unless otherwise agreed in writing. On Deposit Payment amounts due are for immediate payment and the order will only commence on receipt of cleared funds. Final Balances become due upon Delivery or within 30 days of invoice, whichever is the sooner. These terms may not be varied unless agreed in writing prior to placing an order.
(b) For rentals, the first payment will be due upon the agreed delivery date and thereafter shall be collected via standing order on a monthly basis. There will be an initial payment of an amount equivalent to three month’s rent, the second month paying for the fourth etc.
(c) The initial rental period will be three years. The agreement will continue for a fourth year should the client not cancel its contract with 10squared within 30 days of the end of the three year period.
(d) All prices quoted are exclusive of VAT
5. DELIVERY AND PASSING OF RISK
Any stipulated time for delivery shall date from the receipt by the seller of the buyers written order confirmation. For deliveries within the United Kingdom, unless otherwise agreed, the seller shall deliver the goods to the buyer and the goods shall be at the buyer’s risk on delivery. For delivery outside the United Kingdom, the seller shall deliver the goods F.O.B. United Kingdom.
6. DELAY IN DELIVERY
Delay in delivery shall not give rise to any liability upon the seller whether or not any time or date is given in this respect.
7. PASSING OF PROPERTY
(a) Notwithstanding that risk in the goods shallpass to the buyer when the goods are delivered to the buyer, title to the goods sold to the buyer shall not pass to the buyer until payment shall have been made in full by the buyer for those goods.
(b) In the event that before title and property in the goods has passed to the buyer, they shall have become admixed, incorporated, become constituents of, or converted into other products of or belonging to the buyer or in his possession or control – the seller shall be entitled to the beneficial and equitable ownership in such other products as if they were solely and simply the goods until the goods have been paid for in full by the buyer.
8. SUSPENSION OR CANCELLATION OF DELIVERIES
If the buyer fails to pay to the seller on the due date any sum payable to the seller under any circumstances whatsoever or shall have a receiving order in bankruptcy made against him, or shall make any arrangement with his creditors or being a body corporate shall have a receiver, appointed, or if any order shall be made or any resolution passed for winding up the same the seller may, without prejudice to its other rights, either suspended or cancel further deliveries and debit the buyer with any loss sustained thereby.
9. CONSEQUENTIAL LOSS OR DAMAGE
The seller accepts no responsibility in any circumstances whatsoever for any direct, indirect or consequential loss or damage, howsoever arising, which may be sustained in connection with goods supplied, whether such goods are of the seller’s own manufacture or not.
10. LIABILITY
(a) If the goods, or any part thereof, are defective solely as a result of the faulty materials or workmanship of the seller, the seller’s liability shall be limited, at its discretion, either to replacing such goods or the defective part thereof (as the case may be) or to giving the buyer credit for the value thereof, but no such liability shall arise unless notification of any defect is received by the seller in writing within ten days (United Kingdom), or thirty days (Export) from receipt of the goods by the buyer and the allegedly defective goods are thereafter returned to the seller carriage paid.
(b) Save as provided by these Conditions of Sale, all conditions and warranties express or implied, statutory or otherwise and all other obligations and liabilities whatsoever of the seller whether in contract or in tort or otherwise are excluded.
11. INDEMNITY
The buyer shall indemnify the seller against all claims in respect of any loss, injury, or damage sustained by a third party arising from the sale of the goods to the buyer howsoever caused and also against all actions, proceedings costs, claims, demands and expenses made brought or claimed against the seller in respect of the infringement of any patent, trade mark, registered design or similar right arising from the manufacture or supply of any goods or the doing of any work or the use of any article or material by the seller to the design or specification or upon the instructions or order of the buyer.
12. LIEN
In addition to any right of lien given by law, the seller shall have a general lien upon all goods to be supplied to the buyer in respect of all sums due from or claims against the buyer. Without prejudice to any other right given by law to the seller, the seller may upon fourteen days notice to the buyer sell any goods of the buyer upon which the seller has and lien, and where the property in such goods is at the time of such sale in the buyer, shall be deemed to be his agent for the purpose of effecting such sale. The seller may apply the proceeds to such sale towards the satisfaction of sums due from or claims against the buyer without prejudice to the seller’s right to recover the balance thereof from the buyer.
13. PERFORMANCE OF CONTRACT
Each delivery shall be considered a separate transaction and the failure of any one delivery shall not affect the due performance of the contract as regards other deliveries.
14. FORCE MAJEURE
If the performance of the contract shall be delayed by any circumstances or conditions beyond the control of the seller including (but without prejudice to the generality of the foregoing): war, industrial disputes, strikes, lockouts, riots, fire, storm , Act of God, accidents, non-availability or shortage of materials or labour, any statute, rule, bylaw, order or requisition made or issued by a Government or Government Department, local or other duly constituted authority, then the seller shall have the right to suspend further performance of the contract until such time as the cause of the delay shall no longer be present.
If the performance of the contract by the seller shall be prevented by any such circumstances or conditions beyond the control of the seller, then the seller shall have the right to be discharged from further performance of any liability under the contract. If the seller exercises such rights the buyer shall thereupon pay the contract price less a reasonable allowance for what has not been performed by the seller.
15. ARBITRATION
Any dispute, difference or question, which shall at any time arise between the parties to the contract as to the construction, meaning or effect of these Conditions of Sale, or the rights and liabilities of the parties, or otherwise howsoever relating thereto shall be referred to the decision of a single arbitrator to be nominated in the event of disagreement between the parties by the President for the time being of the Hull Chamber of Commerce and shall be deemed to be an arbitration agreement within the meaning of the Arbitration Act 1950 or any statutory re-enactment thereof.
16. LAW
The contract shall be subject to and interpreted in accordance with the laws of England and Wales.
Terms & Conditions
1. CONDITIONS TO PREVAIL
Unless otherwise agreed in writing by the seller, these Terms & Conditions shall override any terms or conditions stipulated, incorporated or referred to by the buyer, whether in the order or in any earlier negotiations.
2. NO ACKNOWLEDGEMENT OF ORDER
The Seller shall be under no obligation to acknowledge receipt of an order from the buyer, and shall be entitled to execute the order without further reference to the buyer.
3. PRICES
Prices are the seller’s prices ruling at the date of despatch. If extra expense is incurred as a result of the buyer’s instructions, or lack of instructions, the seller shall be entitled to recover such extra expense from the buyer.
4. TERMS OF PAYMENT
(a) For Purchases, payment shall be made 30 days from Invoice Date unless otherwise agreed in writing. On Deposit Payment amounts due are for immediate payment and the order will only commence on receipt of cleared funds. Final Balances become due upon Delivery or within 30 days of invoice, whichever is the sooner. These terms may not be varied unless agreed in writing prior to placing an order.
(b) For rentals, the first payment will be due upon the agreed delivery date and thereafter shall be collected via standing order on a monthly basis. There will be an initial payment of an amount equivalent to three month’s rent, the second month paying for the fourth etc.
(c) The initial rental period will be three years. The agreement will continue for a fourth year should the client not cancel its contract with 10squared within 30 days of the end of the three year period.
(d) All prices quoted are exclusive of VAT
5. DELIVERY AND PASSING OF RISK
Any stipulated time for delivery shall date from the receipt by the seller of the buyers written order confirmation. For deliveries within the United Kingdom, unless otherwise agreed, the seller shall deliver the goods to the buyer and the goods shall be at the buyer’s risk on delivery. For delivery outside the United Kingdom, the seller shall deliver the goods F.O.B. United Kingdom.
6. DELAY IN DELIVERY
Delay in delivery shall not give rise to any liability upon the seller whether or not any time or date is given in this respect.
7. PASSING OF PROPERTY
(a) Notwithstanding that risk in the goods shallpass to the buyer when the goods are delivered to the buyer, title to the goods sold to the buyer shall not pass to the buyer until payment shall have been made in full by the buyer for those goods.
(b) In the event that before title and property in the goods has passed to the buyer, they shall have become admixed, incorporated, become constituents of, or converted into other products of or belonging to the buyer or in his possession or control – the seller shall be entitled to the beneficial and equitable ownership in such other products as if they were solely and simply the goods until the goods have been paid for in full by the buyer.
8. SUSPENSION OR CANCELLATION OF DELIVERIES
If the buyer fails to pay to the seller on the due date any sum payable to the seller under any circumstances whatsoever or shall have a receiving order in bankruptcy made against him, or shall make any arrangement with his creditors or being a body corporate shall have a receiver, appointed, or if any order shall be made or any resolution passed for winding up the same the seller may, without prejudice to its other rights, either suspended or cancel further deliveries and debit the buyer with any loss sustained thereby.
9. CONSEQUENTIAL LOSS OR DAMAGE
The seller accepts no responsibility in any circumstances whatsoever for any direct, indirect or consequential loss or damage, howsoever arising, which may be sustained in connection with goods supplied, whether such goods are of the seller’s own manufacture or not.
10. LIABILITY
(a) If the goods, or any part thereof, are defective solely as a result of the faulty materials or workmanship of the seller, the seller’s liability shall be limited, at its discretion, either to replacing such goods or the defective part thereof (as the case may be) or to giving the buyer credit for the value thereof, but no such liability shall arise unless notification of any defect is received by the seller in writing within ten days (United Kingdom), or thirty days (Export) from receipt of the goods by the buyer and the allegedly defective goods are thereafter returned to the seller carriage paid.
(b) Save as provided by these Conditions of Sale, all conditions and warranties express or implied, statutory or otherwise and all other obligations and liabilities whatsoever of the seller whether in contract or in tort or otherwise are excluded.
11. INDEMNITY
The buyer shall indemnify the seller against all claims in respect of any loss, injury, or damage sustained by a third party arising from the sale of the goods to the buyer howsoever caused and also against all actions, proceedings costs, claims, demands and expenses made brought or claimed against the seller in respect of the infringement of any patent, trade mark, registered design or similar right arising from the manufacture or supply of any goods or the doing of any work or the use of any article or material by the seller to the design or specification or upon the instructions or order of the buyer.
12. LIEN
In addition to any right of lien given by law, the seller shall have a general lien upon all goods to be supplied to the buyer in respect of all sums due from or claims against the buyer. Without prejudice to any other right given by law to the seller, the seller may upon fourteen days notice to the buyer sell any goods of the buyer upon which the seller has and lien, and where the property in such goods is at the time of such sale in the buyer, shall be deemed to be his agent for the purpose of effecting such sale. The seller may apply the proceeds to such sale towards the satisfaction of sums due from or claims against the buyer without prejudice to the seller’s right to recover the balance thereof from the buyer.
13. PERFORMANCE OF CONTRACT
Each delivery shall be considered a separate transaction and the failure of any one delivery shall not affect the due performance of the contract as regards other deliveries.
14. FORCE MAJEURE
If the performance of the contract shall be delayed by any circumstances or conditions beyond the control of the seller including (but without prejudice to the generality of the foregoing): war, industrial disputes, strikes, lockouts, riots, fire, storm , Act of God, accidents, non-availability or shortage of materials or labour, any statute, rule, bylaw, order or requisition made or issued by a Government or Government Department, local or other duly constituted authority, then the seller shall have the right to suspend further performance of the contract until such time as the cause of the delay shall no longer be present.
If the performance of the contract by the seller shall be prevented by any such circumstances or conditions beyond the control of the seller, then the seller shall have the right to be discharged from further performance of any liability under the contract. If the seller exercises such rights the buyer shall thereupon pay the contract price less a reasonable allowance for what has not been performed by the seller.
15. ARBITRATION
Any dispute, difference or question, which shall at any time arise between the parties to the contract as to the construction, meaning or effect of these Conditions of Sale, or the rights and liabilities of the parties, or otherwise howsoever relating thereto shall be referred to the decision of a single arbitrator to be nominated in the event of disagreement between the parties by the President for the time being of the Hull Chamber of Commerce and shall be deemed to be an arbitration agreement within the meaning of the Arbitration Act 1950 or any statutory re-enactment thereof.
16. LAW
The contract shall be subject to and interpreted in accordance with the laws of England and Wales.