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Terms and Conditions of Order

Exclusion of Conditions of supplier

These terms and conditions shall apply to this order and where there is any difference between these conditions and those stated by the supplier in any quotation or acknowledgement of this order, these terms shall prevail.

  1. Acceptance

    Delivery of the goods specified in this order shall be acceptance of these conditions.

  2. Price

    The price for the goods shall be that specified in the quotation given by the supplier. No increase in that price shall apply unless it has been agreed in writing by us.

  3. Terms of payment

    Payment shall be made at the end of the month following the month of delivery of a valid invoice by the supplier claiming payment for the goods. Invoices will be invalid if they are dated or despatched before the goods have been received and accepted.

  4. Delivery

    The goods shall be delivered at the expense and risk of the supplier. All goods shall be properly packaged in accordance with the packaging specifications (if any) or if no specification is given, shall be packaged so as to protect the goods from damage. An advice note shall accompany each delivery. The advice note shall clearly identify the delivery with this order. The supplier shall replace, free of charge, goods that are damaged or lost in transit.

  5. Time

    The time for delivery is of the essence for this order. In the event that any delay in delivery is anticipated by the supplier, the supplier shall notify us at the earliest possible time. In the event of delay we may, without prejudice to any other remedies available to us:

    1. Cancel the order in whole or in part without the penalty or liability of any kind.

    2. Require the supplier to compensate us for the losses we may suffer.

  6. Title

    The supplier warrants that it has, or will have prior to delivery, title to the goods free from all claims, liens and encumbrances and that title to the goods shall pass to us on delivery.

  7. Rejection/Acceptance

    Without prejudice to any right that may be given to us by statute, we shall have the right exerciseable at our discretion to reject either at the time of delivery or within a reasonable time thereafter the whole or any part of any delivery which is not:

    1. In accordance with the specification or the sample upon which the order was based.

    2. Is late in delivery.

    Goods shall not be deemed to have been accepted by us where the advice of delivery is endorsed `unexamined' or with words having like meaning. Goods rejected shall be returned to the supplier at the supplier's expense and risk.

  8. Warranty

    In addition to all other rights given to us by statute or otherwise, the supplier warrants:

    1. That the goods are free from any defect or damage and comply with all relevant statutory and other regulatory requirements.

    2. That the supplier will repair or replace at the expense of the supplier any defect in any goods reported within a period of 1 years from the date of delivery. `Defect' includes any failures to comply with the specification of the goods ordered, where no specification is given, any faulty design, faulty materials or workmanship and where we have ordered the goods, any unfitness for that purpose.

    We agree that the warranty hereby given shall not apply if the defect or failure in the goods is caused or contributed to by any action by us or any one acting for us with our authority.

  9. Liability for injury or damage

    The supplier will indemnify and keep us indemnified in respect of any loss, cost, expense and liability caused to us or to third parties to whom we may be liable which arises out of, or is related to, any injury or damage resulting from defects in design, manufacture, material or workmanship for which the supplier is responsible. Provided the supplier shall have no liability under this clause where:

    1. The injury or damage is due to use of the goods in a manner or for a purpose for which they were not designed; or

    2. The injury or damage is caused by the negligence of the purchaser or of some third party other than a servant, employee, agent or subcontractor of the supplier.

    The supplier warrants that he has obtained and will maintain adequate insurance in respect of his liabilities under this clause.

  10. General provisions

    Any failure by us to require at any time full performance of any of these terms shall in no manner affect our right to enforce our right to enforce the same at a later date.

    Any notice given shall be given in writing and sent either by hand, first class post or facsimile transmission. Notice shall be sent, in the case of a notice to the supplier, to its registered office or to the address stated in this order. Notices sent by facsimile transmission shall be deemed to have been received on the day of transmission.

  11. Governing law

    This order shall be governed by the law of England with exclusive jurisdiction to the courts of England.


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Last updated: 14 September 2005 20:39

© Kore Technology Limited 2005