| Shipping And Handling 4. Despatch and Delivery
(a) Whilst the Company will use all reasonable endeavours to keep any stated despatch or delivery date it
accepts no liability whatsoever for any loss or damage resulting from delay howsoever the same shall have been caused.
(b) Not withstanding that the stated price may include the cost of carriage from the Company's premised the
risk in the goods sold shall pass to the Purchaser upon their transfer at such premised on to the carrier's
Or Purchaser's transport save that where the contract is stated to be f.o.b. or c.i.f. the risk shall pass to the Purchaser when the goods are delivered on to the ship or aircraft.
(c) In cases where the Company concludes the contract of carriage and / or arranges for the insurance of the
goods for transit the Company shall be deemed to be acting solely as agent of the Purchaser.
5. Property
The property in the goods will remain in the Company until payment has been received in full notwithstanding that the Company may part with the goods or with the documents which represent them and the Purchaser shall if so requested by the Company in writing store separately any goods remaining the property of the Company so that the same may readily be identified.
6. Specifications, Descriptions and Drawings
(a) Unless otherwise accepted in writing by the Company all drawings, descriptions and specifications
submitted by the Company and descriptions and illustrations contained in the catalogue, price lists and other advertisements of the Company are intended merely to present a general idea of the goods described and do not form part of the contract.
(b) Where a contract is entered into to supply goods on the basis of a specification agreed in writing by the
Company, the Company will not entertain claims based on non-compliance with any other specifications.
The Purchaser will be deemed to be in breach of contract if he is unable to accept goods which are in accordance with the agreed specification and the Purchaser will be liable to pay the contract price in full (for the entire contract quantity) irrespective of whether the Purchaser is able to make use of the goods.
(c) Changes to the specifications at the Purchaser's request after the placing of an order will only be
accepted at the Company's discretion. Such charges will only take effect when agreed in writing by the Company and may result in delay and / or increase in price.
(d) All drawings prepared by the Company shall remain the property of the Company and shall be returned to
it by the Purchaser on demand. All such drawings shall be treated as confidential and shall not be copied or reproduced or disclosed to any third party without the prior written consent of the Company.
7. General Liabilities
(a) The Company will use all reasonable endeavours to see that all goods supplied are free from defects in
design, material and workmanship and may in appropriate cases make good without charge by repair or (at the discretion of the Company) replacement any defects which the Company is satisfied are defects of material or workmanship in goods which are returned to the Company in accordance with the terms of any written guarantee of the goods BUT accept as provided in law the Company shall in no circumstance incur any greater liabilities than those incurred under this condition or such written guarantee.
(b) Except as provided in law the Company shall not be liable for any loss, injury or damage of any nature
whatsoever whether direct or consequential arising out of or in connection with any goods supplied.
(c) The Purchaser shall not rely upon any representation concerning any goods supplied unless the same shall
have been made by the Company in writing.
(d) The complete or partial invalidity or unenforceability of any provision hereof shall in no way affect the
validity or enforceability of such provision for any other purpose of the remaining provisions hereof.
8. Patent Rights etc.
The Purchaser shall be solely responsible for ensuring that goods ordered, other than those of the Company's own design, do not infringe the patent or other industrial property rights of any third party and the Purchaser shall fully and effectively indemnify the Company against any and all costs, claims, charges and expenses with the Company may suffer or incur in respect of the infringement or alleged infringement of such rights.
9. Health and Safety at Work
The Purchaser shall be solely responsible for and shall keep the Company indemnified against any loss,
liability or expense arising directly or indirectly from the use of the goods other than in accordance with the Company's operating and / or use instructions or as the same would be used by a competent electronics, electrical or mechanical engineer.
10. Force Majeure
The Company shall be entitled to cancel or rescind any contract without liability for loss or damage resulting therefore if the performance of its obligations under the contract is in any way adversely affected by any war, strike, lock-out, sit-in, trade dispute, flood, accident to plant or machinery, shortage of any material or labour or any other cause whatsoever beyond the Company's control whether ejusdem generis with the foregoing causes or not.
11. Assignments
This Agreement or any rights hereunder of the Purchaser may not be assigned in whole or in part without the prior written consent of the Company.
12. Default
If:
(a) The Purchaser shall commit any breach of any of the terms (including without limitation terms concerning the time for payment of the purchase price) of this or any other contract with the Company and on its part to be observed or performed PROVIDED if such breach is remediable that the Company has previously given to the Purchaser notice thereof and the same has not been remedied within seven days thereafter.
(b) The Purchaser compounds with or negotiates for any composition with its creditors generally or permits any judgement against it to remain unsatisfied or seven days.
(c) Being an individual the Purchaser shall die or have a receiving order made against him or commit any act of bankruptcy: or
(d) Being a company the Purchaser shall call any meeting of its creditors or have a receiver of all or any of its assets appointed or enter into any liquidation:
The Company shall be entitled to stop any goods in transit to the Purchaser and suspend any further deliveries to the Purchaser and the Company may without prejudice to any other rights it may have by notice in writing to the purchaser terminate forthwith any contract then subsisting.
13. Cancellation
Cancellation of any order or contract or part of any order or contract by the purchaser can only be accepted on terms which indemnity the Company against all loss.
14. Headings
The headings used in these Terms and Conditions are for convenience only and shall not affect the construction hereof.
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