General Terms and Conditions of Purchase
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1. General2. Acceptance
3. Price
4. Payment
5. Delivery
6. Damage or Loss in transit.
7. Cancellation
8. Carriage and Storage.
9. Tests
10. Risk
11. Indemnity
12. Title
13. Work performed on material supplied by the company
14. Drawings and specifications
15. Force Majeure
16. Assignment
17. Headings
18. Law
1. GeneralThe following conditions will apply to all contracts for the purchase of goods or the supply of services made between Polymax Limited and/or its subsidiary or associated companies for the time being (hereinafter referred to as "Polymax") and any alter person, firm or company (hereinafter referred to as the "Seller"). Back to top2. Acceptance2.1 Acceptance of this order includes acceptance of these terms and conditions unless a variation thereof has been expressly agreed in writing by Polymax.2.2 By accepting this order the Seller agrees that its own conditions if any) shall not apply to its contract with Polymax. 2.3 This order constitutes an offer by Polymax which must be accepted in writing by the Seller or by performance. Back to top 3. Price3.1 The price for The goods and/or services to be supplied hereunder ("the goods and services hereby ordered") is the price specified herein and Polymax will not be bound by any variation in that price.3.2 The said price is deemed to include the cost of carriage and insurance of the goods and services hereby ordered and of any containers or packaging thereof to Polymax's premises. Should return of the packing be requested this will be done at the Sellers expense. 3.3 Polymax shall be entitled to set off against any payment for the goods and services hereby ordered, all sums whatsoever and howsoever due from the Seller to Polymax. 3.4 Where no price is specified hereon the price per unit for the goods and services hereby ordered shall not exceed the price per unit for the last consignment of identical goods received. Back to top 4. PaymentSubject to the terms and conditions herein payment for the goods and services hereby ordered shall be made at the end of the second month following the month in which the invoice for the said goods and services is received by Polymax such invoice to quote the order number hereon and the Sellers delivery note numbers.Back to top 5. Delivery5.1 Time for delivery and completion of the goods and services hereby ordered is of the essence of the contract and where the Seller does not deliver The said goods within the time for delivery and completion herein stated, without prejudice to Polymax's other rights, Polymax shall be entitled to cancel the whole or any unexecuted part of this order forthwith. Where no delivery date is hereon stated, the goods shall be delivered and services completed within a reasonable time.5.2 Where Polymax's contract with its purchaser shall be cancelled terminated or delayed by any cause whatsoever outside its control, Polymax shall be entitled at its entire discretion either to cancel this order or to suspend delivery and completion of the goods and services hereby ordered or any part thereof until its purchaser is ready to proceed. 5.3 A delivery note shall accompany all goods delivered hereunder and shall quote the order number hereon. Back to top 6. Damage or Loss in transit.The Seller shall be liable for all damage or loss in transit providing notification is given by Polymax to the Seller within a reasonable time.Back to top 7. CancellationWithout prejudice to any other rights it may have Polymax shall be entitled to terminate the contract forthwith in the event:7.1 of breach or non observance of and of these terms and conditions by the Seller; 7.2 that the Seller deviates in any way from specifications or quality of the goods; 7.3 that the Seller shall become bankrupt or insolvent or enter liquidation or have a receiving order made against him or make any composition with his creditors. Back to top 8. Carriage and Storage.Polymax shall not be liable for carriage charges unless:8.1 Otherwise agreed between the Seller and Polymax; 8.2 Special transport facilities are requested by Polymax; 8.3 Polymax shall not be liable for any storage charge whatsoever. Back to top 9. Tests If the Seller requires any goods or machinery to be tested before or after despatch, arrangements may be made for Polymax to carry out the testing at the Sellers expense. The appropriate British Standard will apply unless otherwise agreed. Back to top 10. RiskThe goods or machinery shall be supplied by he Seller to Polymax at the Sellers own risk until delivery to and acceptance by Polymax thereof at Polymax's premisesBack to top 11. IndemnityThe Seller will indemnify Polymax against the following:11.1 Loss or damage, or injury whatsoever and whenever arising suffered by Polymax or for which Polymax may come liable to third parties as a result of defective workmanship or quality of the goods and services hereby ordered; 11.2 Consequential loss or damage suffered by Polymax or for which Polymax may become liable as a result of the failure of the Seller to supply and complete the goods and services hereby ordered in accordance with the terms hereof; 11.3 Any loss or damage arising from infringement or alleged infringement of letters patent, copyright, registered designs or other proprietary rights by use or sale of the goods and services hereby ordered. Where goods are supplied to Polymax's specification or design this indemnity shall apply only to the extent that the infringement or alleged infringement arises from the manufacture of the goods by the seller. Back to top 12. Title12.1 Notwithstanding Polymax's right of rejection title to goods hereby ordered shall pass to Polymax on delivery whether or not payment for the goods has been made by Polymax. By accepting and performing this order the Seller expressly waives any equitable or beneficial right to the proceeds of the sale of the goods supplied whether unaltered, altered or incorporated into other goods.12.2 Any specifications, drawings, plans, layouts or designs supplied by Polymax with reference to this order shall remain property of Polymax. Back to top 13. Work performed on material supplied by the company13.1 Polymax will guarantee that any material supplied for manufacture by the Seller will meet, in all respects, the specifications of the operation for which it is required.13.2 Except for liability to comply with the terms of clause 10 Polymax shall be under no liability to the Seller for any loss, injury or damage to persons or property howsoever caused. 13.3 The Seller shall be liable for any defective work carried out on the material. 13.4 The material remains the property of Polymax throughout. Back to top 14. Drawings and specificationsDrawings, specifications and other information supplied by Polymax are: 14.1 Confidential; 14.2 Must not be discussed with or disclosed to any other party; 14.3 Must be returned upon completion of work; 14.4 Approximate only and shall not, unless otherwise stated, be deemed to form part of the contract. Back to top15. Force MajeurePolymax shall be under no liability if it is prevented from or delayed or hindered in performing any of its obligations hereunder be reason of war, civil disturbance, riot, labour dispute, fire, accident, explosion, flood, plant breakdown or any cause beyond its control.Back to top 16. AssignmentThe Seller shall not without the written consent of Polymax assign or transfer this contract in whole or in part.Back to top 17. HeadingsThe headings of these terms and conditions shall not affect the construction thereofBack to top 18. LawThe contract and The terms and conditions for The supply of the goods hereby ordered shall be interpreted and governed by English Law which is hereby declared to be the proper law of The contract and the parties hereby submit to the jurisdiction of the High Court of Justice in EnglandBack to top |
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