Terms and Conditions

Conditions of Sale
Contracts and orders are accepted only upon and subject to, the following terms and conditions which should be carefully noted so that misunderstandings may be avoided. Unless expressly accepted in writing,
any qualification of these conditions contained in any written or printed document of the Buyer shall be deemed to be inapplicable.
1.CONTRACTS AND ORDERS. These are accepted subject to the following conditions.
2.VALIDITY. Quotations are made without engagement and subject to confirmation on receipt of order and manufacturing details. The Seller cannot accept cancellation of orders except by mutual arrangement. The
Seller may without prejudice to its liabilities hereunder, assign, transfer or sub-contract this Contract/Order or any part thereof to any person, firm or company.
3.WARRANTY. Every effort will be made to supply sound material, but no warranty expressed or implied is given by the Seller as to the suitability or fitness of the goods supplied for any particular purpose.
4.INDEMNITY. The Buyer shall indemnify the Seller against all damages, penalties, costs and expenses to which the Seller may become liable as a result of work done in accordance with the Buyer’s Specification
which involves an infringement of a Patent or Registered Design.
5.PRICES AND RAW MATERIALS. All prices are net and shall be deemed to be fixed unless the Buyer and Seller have agreed that they shall be subject to cost variation. In the latter case the price will be subject
to variations caused by any fluctuations in the cost of materials and or wages outside the control of the Seller which occurs after the date of the quotation and will apply to the uncompleted portion of the contract.
6.CARRIAGE. Extra at cost.
7.DELIVERY. Any time or date for delivery named by the Seller is an estimate only, and the Seller shall not be liable for the consequences of any delay beyond his control.
8.PACKAGES. All packages will be charged extra, but will be credited on being returned carriage paid IN GOOD CONDITION within 60 days.
9.DAMAGE, SHORTAGE OR LOSS. The Seller will not accept responsibility for damage, shortage or loss in transit unless notice IN WRITING of such damage, shortage or loss is given to the Seller and the Carrier
within the Carrier’s permitted period. In the event of non-delivery (or total loss) no claims can be entertained unless a separate notice in writing of such non-delivery reaches the Seller within 10 days from the date
of advice of despatch.
10.PAYMENT. Unless otherwise agreed in writing by the Seller all accounts fall due for payment by the Buyer at the end of the month following the month of despatch.
If the Buyer defaults in payment the Seller may without prejudice to its other rights suspend or cancel any further deliveries under the order and be entitled to recover any expenses involved in such cancellation. In
addition the Seller may charge interest on the sum due at the rate of 3% per month for the period from the date when such sum became due to the date of actual payment to the Seller.
The Seller or any of its Associated Companies shall have an absolute right to set-off at its election of any monies due under this contract from the Buyer to the Seller or any of its Associated Companies against any
debt or debts owing by the Seller or any of its Associated Companies to the Buyer in respect of any contracts between all parties.
In addition to any other right or lien to which the Seller may by law be entitled the Seller shall have a general lien on all goods and property of the Buyer which are in or at anytime come into the possession of the
Seller for all monies whatsoever due from the Buyer to the Seller.
11.PROPERTY. The property in the products shall not pass to the Buyer until the purchase price has been received in full although the risk and responsibility therefore shall pass to the Buyer at the point of time
when delivery is affected to him. The Seller is irrevocably authorised to enter upon the premises of the Buyer and take possession of and remove the products at the Buyer’s expense:
(i) at any time after the purchase price has become due and not been received in full, and
(ii) if the purchase price has not been received in full forthwith upon the appointment of a receiver of the whole or any part of the Buyer’s undertaking or upon the Buyer entering into liquidation whether or not the
purchase price has become due.
The Buyer shall nonetheless have a right to dispose of the products in the course of his business for the account of the Seller and to pass good title to the products to his customer being a bona fide purchaser for
value without notice of the Seller’s rights. In the event of such disposal the Buyer has the fiduciary duty to the Seller to account to the Seller for the proceeds (which shall be kept separate and identifiable from the
Buyer’s own monies) but may retain therefrom any excess of such proceeds over the amount outstanding to the Seller.
If the Buyer defaults in payment the Seller may without prejudice to its other rights suspend or cancel any further deliveries under the order and be entitled to recover any expenses involved in such cancellation. In
addition the Seller may charge interest on the sum due at the rate of 3% per month for the period from the date when such sum became due to the date of actual payment to the Seller.
12.LIABILITY.
(a) No claim for damage arising or said to arise from the use of goods manufactured by the Seller can be admitted by the Seller, or other expenses incurred by customers or others on such rejected castings or
materials or for any other direct or indirect costs or claims including consequential damage or loss of profits and product liability claims howsoever arising from such rejects, and whether incurred, born or made by
the Buyer, his customer, end user or any other party. We would advise that the Buyer and others verify that they have obtained appropriate insurance cover to protect themselves against these excluded risks.
(b) The Seller shall be under no liability for breakage or resultant defects occurring after delivery. No material or part will be accepted in return after such material has been cut or subjected to any process after
delivery.
(c) If any goods show defects arising solely from faulty materials and/or workmanship, the Seller’s liability shall be limited to crediting or replacing such goods, but no such liability shall arise unless notification of
such defects is received by the Seller within ten days from receipt of goods and the alleged goods are returned to the Seller.
The Seller or any of its Associated Companies shall have an absolute right to set-off at its election of any monies due under this contract from the Buyer to the Seller or any of its Associated Companies against any
debt or debts owing by the Seller or any of its Associated Companies to the Buyer in respect of any contracts between all parties.
13.TESTS. Unless otherwise stated any test pieces required will be charged separately, inclusive of the material involved.
In addition to any other right or lien to which the Seller may by law be entitled the Seller shall have a general lien on all goods and property of the Buyer which are in or at anytime come into the possession of the
Seller for all monies whatsoever due from the Buyer to the Seller.
14.DIES AND TOOLS. (to be included where applicable).
(a) These, when produced by the Seller, shall remain in his custody, and exclusive production rights shall only be vested in the Buyer should quotations so state. These will be stored and maintained during their
normal useful life, at the Seller’s expense. Every care will be taken in maintenance, but the Seller does not undertake to replace worn out Dies and Tools. The payment for Dies shall form the subject of a separate
Contract.
(b) When Dies and Tools are made in accordance with Buyer’s drawings or sample, the costs of any subsequent alteration required by the Buyer shall be paid by him.
(c) In the event of a Buyer ordering a smaller quantity than quoted for, or failing to take delivery of such full quantity within the period arranged, the right is reserved to charge the whole – or a proportion of part of
the balance – of the cost of making the Dies and Tool, which is not covered by the cost stated in the Seller’s quotation in the event of such a cost being a part cost only.
(d) When Dies and Tools are supplied by the Buyer, quotations are based on the assumption that such Dies and Tools are true to drawing, and are entirely suitable for the Seller’s methods of production. Should
this not be so, the Seller reserves the right to amend his quotation or price charged accordingly.
The Conditions of Sale are evidence of the custom of trade in the United Kingdom and in Europe.
15.QUANTITIES. The price is for the stipulated quantities only and must not be taken to apply to an order for any lesser quantities, delivery up to 10 per cent above or below the quantities ordered shall be
permissible. All quotations for goods to be delivered from stock are subject to these goods being unsold on receipt of order.
(i) at any time after the purchase price has become due and not been received in full, and
16.LAW. Any order or contract shall be construed and governed in all respects by English law and shall be deemed to have been made in England and both parties agree to submit to the jurisdiction of the English
courts.
(ii) if the purchase price has not been received in full forthwith upon the appointment of a receiver of the whole or any part of the Buyer’s undertaking or upon the Buyer entering into liquidation whether or not the
purchase price has become due.
17.CONSUMER PROTECTION ACT 1987 (hereinafter referred to as the Act).
In circumstances where the Seller supplies parts or products to the Buyer for incorporation with, or use ancillary to, any composite products to be produced, manufactured, processed or supplied by the Buyer then:-
(a) the Buyer shall forthwith on demand produce for inspection by the Seller’s copies of all written instructions, information and warnings to be supplied by the Seller in relation to the said composite products
provided nevertheless that such inspection or right to inspect shall not of itself constitute acceptance or approval on the part of the Seller’s of such instructions, information or warnings, and
(b) the Buyer shall indemnify, reimburse and compensate the Seller for all losses and damages (including costs, expenses and charges for legal actions in which the Seller may be involved) that the Seller may
incur in the event that any claims are made against the Seller pursuant to the Act relating the said composite products of the Buyer or products in circumstances in which the part or product supplied by the Seller
was either (i) not the defective part of the said composite product, or (ii) was only rendered the defective part or became a defective product by reason of actions or omissions of the Buyers or (iii) was only rendered
the defective part or became a defective product by reason of instructions or warning given the Buyers or other supplier of the said composite product or products.
(c) for the purposes of this condition the word “defective” shall be interpreted in accordance with the meaning of “defect” contained in the Act.