1.  INTERPRETATION

1.1        In these conditions:

‘Buyer means Holloid Plastics Limited whose address is Stephenson Road, Basingstoke, Hampshire RG21 6XR.

‘Conditions mean the standard terms and conditions of the sale set out in this document and any special terms and conditions agreed in writing between the Buyer and the Seller.

‘Contract means the contract for the purchase and sale of the Goods

‘Goods means the goods (including any installment of the goods or any parts for them) or services which the Seller is to supply in accordance with these Conditions.

‘Seller means the person who has accepted an order for goods from the Buyer either verbally or in writing.

‘Tooling means the moulds, fixtures or jigs which are paid for and are the property of the Buyer and are used to produce the Goods required by the Buyer.

‘Writing includes telex, cable, facsimile, email transmission and comparable means of communication.

1.2        Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.

1.3        The headings in these Conditions are for convenience only and shall not affect their interpretation.

2. CONFIRMATION

2.1        These conditions shall apply to and be incorporated to the contract between the Seller and the Buyer for the supply of Goods and/or Services.

2.2        Purchase Orders shall be considered valid only to the extent they are placed or confirmed in writing.  No oral agreement or understanding in connection with Purchase Orders shall be binding upon the Buyer unless confirmed in writing.

3. ACCEPTANCE

3.1        Your acceptance of the Order is to be made within fourteen days after date of Order.

4. PRICES

4.1        Unless specifically agreed, in writing, prices are not subject to any form of surcharge or variation. All prices shall be as stated on the Purchase Order. If no price is stated for any item the price of that item or service shall be the lowest price currently quoted or charged at the date of the Purchase Order by the Seller for the Goods or Service, but in no event higher than the price most recently charged for the Goods or Service. Prices are to remain fixed for the duration of the Purchase Order unless otherwise agreed in writing with the Buyer.

5. DELIVERY

5.1        All deliveries shall be effected to the destination as shown on the reverse side at the expense and risk of the Seller unless otherwise specified in the Purchase Order.  Partial shipments shall not be made without the Buyers express consent.

5.2        Goods delivered are to be received and signed for by an employee of the Buyer authorised to sign for goods; goods will be signed for as contents unexamined; the quantity of containers will be checked and assessed for shortage and damage. The goods will be assessed for quality and correct quantity at a later time by qualified staff.

5.3        All shipments shall contain a delivery note and certificate of conformity specifying the contents and including the Purchase Order number.

5.4        The Buyer shall be entitled to cancel the Order or any part thereof and/or claim reimbursement for all losses and expenses suffered in the event of:-

5.4.1  the Supplier fails to deliver goods,  or provide services in accordance with the terms of the Order

5.4.2  the Supplier fails to make such progress with the Order so as to jeopardise the purpose of the Order

5.4.3  the Supplier fails to immediately notify the Buyer,  in writing,  of any change in circumstances which may delay delivery.

6. INSPECTION AND WARRANTY

6.1        The Seller warrants that all materials and work covered by this Purchase Order is in accordance with the relevant drawings and specifications, and that work carried out on the property of the Buyer is correct and safe. Safe working practices will be implemented and written methods submitted to the Buyer when appropriate.

6.2        Deviations will not be accepted unless prior agreement and authorisation has been obtained in writing.

6.3        We reserve the right, in addition to warranties implied in fact of law:

6.3.1  to cancel this Purchase Order or part thereof without compensation

6.3.2  to demand replacement from the Seller at no extra cost

6.3.3  to repair or have repaired such defects by a third party at the expense of the Seller

6.3.4  to negotiate an adjustment of prices

6.4        In addition, warranty claims on the basis of defects or unfitness, which become evident only after processing or operation may be asserted by us as soon as possible after detection. Time limits imposed by the Seller for the reporting of defects or shortage will not be accepted by the Buyer .

6.5        All expenses arising in connection with warranty claims shall be paid by the Seller.

7. HAZARDOUS SUBSTANCES: HEALTH & SAFETY AT WORK ACT 1974

7.1        If any goods or materials to be supplied against this Order contain any potential hazard or danger or require any special precautions to ensure safety in handling, transport, storage or use, they should be supplied correctly identified with all necessary marking, and packaged for safe shipment and storage. 

7.2        It is imperative that full instructions on safety and handling are sent under separate cover to our invoice address. Instructions on labels or Advice notes will not be considered as adequate advice under the terms of the Act.

7.3        All goods, materials and services supplied against the Order from the Buyer must meet all current EC Legislative requirements and Directives and be accompanied by a Certificate of Conformity confirming compliance.

8. OVER AND UNDER SUPPLY

8.1        Over and under supply is not acceptable unless otherwise agreed with the Buyer in writing, prior to despatch from Supplier.

9. AMENDMENTS

9.1        No changes or amendments to this Order will be accepted unless agreed in advance with the Buyer.

10. PAYMENT

10.1      Payment will be made on the 20th day of the month following the month in which the goods or services are invoiced by the Seller, provided the goods  or services have been delivered by the Seller in a satisfactory condition; or are made before delivery if required by the Seller and agreed by the Buyer.

10.2      Inattention to the following details may mean delay in payment of your invoice:  To mark clearly, our Order number on the Advice Note, Packing Notes, Invoices, Monthly Statements and all other correspondence relating thereto.

10.3      Invoices received after the 3rd of the month in which payment should be made may not be paid until the following month.

11. PATENTS/COPYRIGHTS ETC.

11.1      All drawings, material, specifications, intellectual property and other data provided by us in connection with this Order will remain, at all times, our property and are to be returned to us on completion of the Order, they must not be communicated or revealed to a third party and should be used by you for the sole purpose of completing the Order.

11.2      The Seller guarantees that the goods and services described under this Purchase Order do not infringe any valid patent, trade mark or copyright owned or controlled by any third party, and agrees to hold harmless the Buyer against any and all liability, loss and expense by reason of any claim, action or litigation arising out of the infringement of such rights.

12. TOOLS

12.1      Tools made to the Order of the Buyer under this Purchase Order for the manufacture of mouldings to be supplied will conform to the Standard Tool Specification.  The Buyer reserves the right to withhold payment for tooling until the Tool Specification has been fully complied with.

13. SEVERABILITY

13.1      Any provision of the terms and conditions which should be held to be invalid, void or unenforceable shall in no way affect any of the other provisions which shall remain in full force and effect.

14. GOVERNING LAWS

14.1      This contract shall be governed by English law and any dispute arising there from shall be submitted to the exclusive jurisdiction of the English Courts.

15. GENERAL

15.1      No indulgence or forbearance extended to the Seller shall limit or prejudice any right or claim available to the Buyer.

15.2      No failure or delay by the Buyer in exercising any of its rights under the contract shall operate as a waiver of that or any other right under the contract.

15.3      The Seller shall not assign any of its rights or obligations under the contract.  The paragraph headings are for convenience only and shall not affect the interpretation of the contract.

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