7. Exclusion
of Liability
a) Save as expressly
provided in condition 6, the seller shall be under no liability of whatsoever
kind howsoever caused whether or not due to the negligence or wilful default
of the seller or its servants or agents arising out of or in connection with
the goods. All conditions, warranties or other terms , whether expressed or
implied , statutory or otherwise , are hereby expressly excluded provided that
nothing in this paragraph shall exclude or restrict any liability of the seller
for death or personal injury resulting from the negligence of the seller or
its servants or agents.
b) If it should
be held in relation to any claim that paragraph (a) above is not effective the
buyer shall not be entitled to reject the goods and any damages recovered by
the buyer shall be limited to the reasonable cost of remedying the breach of
contract provided that the seller shall first be offered the opportunity of
itself carrying out such remedial work.
c) Except where
the contract is an international supply contract having the characteristics
specified in section 26 of the Unfair Contract Terms Act 1977 nothing contained
in this condition shall exclude or restrict:
I Any liability
of the seller for breach of its implied undertakings as to title , and
II where the buyer
deals as consumer within the meaning of the Unfair Contracts Terms Act 1977,
any liability of the seller for breach of its implied undertakings as to conformity
of the goods with description or sample or as to their quality or fitness for
a particular purpose.
8. Loss Or Damage
in Transit
The seller will
refund the cost of, or at its discretion replace or repair free of charge ,
any of the goods proved to the seller's satisfaction to have been lost or damaged
in transit up to the moment of delivery provided that :
I the seller has
contracted with the carrier to deliver the goods to the buyer, and
II within three
days after the receipt of the goods in the case of damage or within seven days
of receipt of invoice in the case of loss the buyer notifies both the seller
and the carrier in writing of the occurrence of the damage or loss and its nature
and extent.
9. Force Majeure
The seller shall
have no liability in respect of failure to deliver or perform or delay in delivering
or performing any obligations under this contract due to any cause of whatever
nature outside the reasonable control of the seller including but not limited
to civil commotions, strikes , lockouts, war, fire, accidents, epidemics, force
majeure and causes arising from the acts or omissions of the buyer.
10. Price Variation
a) Manufacturer's
current list prices are always charged unless specifically negotiated . The
seller reserves the right without notice to alter the price of goods and to
correct errors and omissions of the buyer.
b) Unless otherwise
stated prices are for a single consignment to a single address.
c) Where the buyer
requests items to be supplied with release certificates the seller reserves
the right to make an extra charge for providing such certificates.
d) Where agreed
call offs are not adhered to by the buyer , the seller reserves the right to
amend the price structure in accordance with the quantities delivered.
11. Cancellation
and Amendment of Orders
a) No cancellation
or amendment of any order will be accepted unless received by the seller in
writing at least 60 days before the delivery date notified by the seller to
the buyer.
b) Notwithstanding
the provisions of 10(a) above no cancellation or amendment of an Order will
be accepted where goods have been ordered or purchased by the seller to meet
the buyer's requirements or where a special price has been negotiated with the
buyer.
12. Returned
Goods
a) Save under 6(a)
II :
I No goods may
be returned to the seller without the previous consent in writing of the seller
. Software may not be returned.
II A charge of
20% of invoice value will be levied on goods returned, with a minimum charge
of £5 , where goods are not faulty.
III Returned goods
will not be accepted by the seller if they have been incorporated into a circuit
or otherwise used.
IV Returned goods
must be in the same condition as when sold.
b) All cost of
returning any goods shall be borne by the buyer.
I All returned
goods must be received by the seller within thirty days of the original delivery
date.
II All returned
goods must be accompanied by the original seller's packing note together with
the full reason for returning the goods.
III All returned
goods must be returned to the seller's warehouse
c) THIS CONDITION
SHALL NOT AFFECT THE STATUTORY RIGHTS OF THE BUYER AS DEFINED BY ENGLISH LAW.
NEITHER SHALL IT AFFECT ANY MANUFACTURER'S GUARANTEE PASSED ON BY THE SELLER
TO THE BUYER.
13. Specification
and Finish
Goods are supplied
to manufacturer's standard specification and of their current standard finish.
14. Origin of
Goods
Unless otherwise
confirmed, nothing in this document is to be taken as a representation of the
source of origin of manufacture or production of the goods or any part thereof.
15. Patent Rights
The sale of any
goods and the publication of any information or technical data relating to such
goods does not imply freedom from patent or other protective rights and the
seller accepts no liability for infringement of such rights.
16. Scheduled
Orders
Orders can be accepted
for scheduled delivery when the value of each shipment exceeds £25.
17. Telephoned
orders
Orders can be accepted
by telephone only if an official order number is quoted by the buyer. If a telephone
order is confirmed in writing , the buyer must mark such an order with any confirmation
reference given by the seller when the order was accepted on the telephone.
Otherwise the seller cannot accept liability for any duplication of delivery
that may occur.
18. Minimum
Order
Goods are supplied
only in the multiples quoted and are subject to a minimum order quantity where
stated.
19. Quotations
Quotations are
valid for 30 days subject to paragraph (a) of Clause 9 above.
20. Law
The quotation and
any contract that shall result therefrom shall be governed in all respects by
the internal laws of England and the parties hereby irrevocably submit to the
jurisdiction of the English Courts.
21. Sub-Contracting
The seller reserves
the right to sub-contract at its discretion any part of the work or the supply
of any goods for which the seller provides a quotation.
22. Variation
Of Terms
These conditions
are subject to any express conditions written by the seller on the face thereof.
23. Life Support
Equipment, Devices or Systems
Products sold are
not designed for use in life support equipment, devices or systems where malfunction
of such products can reasonably be expected to result in a personal injury,
the seller's customers using or selling such products for use in life support
equipment , devices or systems do so at their own risk and agree to fully indemnify
the seller and the manufacturer of such product for any damages and costs of
whatever nature for which the seller and/or the manufacturer are liable resulting
from such use or sale.
24. Patent ,
Copyright or Trade Mark
In respect of products
supplied by the seller to the buyer in accordance with the buyer's designs,
specifications or instructions.
I The buyer shall
hold the seller harmless against any expense or loss , and will defend at its
own cost any action brought against the seller based upon the claim that the
products constitute an infringement of any patent, copyright or trademark or
the misuse of confidential information.
II The buyer acknowledges
that the supply of the products by the seller does not convey any patent, copyright
or trademark licence or other consent by implication estoppel or otherwise permitting
the use of the same for any purpose.
III If the products
become or in the reasonable opinion of the seller may become the subject of
a claim for infringement of any patent, copyright or trademark or misuse of
confidential information the seller may, at its option on giving written notice
to the buyer.
(a) cancel the
contract for the supply of the products to the buyer without further liability
to the buyer, or
(b) require the
buyer at the buyer's cost to take such steps as the seller may reasonably require
to enable the seller to supply the products free of such liability.
