(a) Unless otherwise agreed in writing, goods are supplied only on these Conditions, and no variation or addition thereto shall have effect unless it is stated in writing. The giving by the Purchaser of any delivery instructions for the goods or any part thereof, or the acceptance by the Purchaser of delivery of the goods or any part thereof (or any conduct by the Purchaser in confirmation of the transaction set out on the face hereof after receipt by the Purchaser of this document) shall constitute unqualified acceptance by the Purchaser of these conditions.

(b) The Seller shall under no liability, nor shall the Purchaser be entitled to any remedy, by reason of the provisions of the Misrepresentation Act 1967 except to the extent (if any) that the Court or any Arbitrator may allow reliance on it as being fair and reasonable in the circumstances of the case.

(c) Nothing in these Conditions shall affect any right of the Seller against or in connection with the goods.

2. Prices and Payment

(a) Quotations and offers are subject to written confirmation of acceptance. The Seller reserves the right to withdraw any quotation or offer either verbally or in writing and no liability whatsoever shall be incurred by such withdrawal.

(b) Payment in full within 30 days from date of invoice unless otherwise agreed in writing by Seller's authorised representative.

(c) The Purchaser shall not be entitled to make any deduction from the price in respect of any set-off or counter-claim unless both the validity and the amount therefore have been admitted by the Seller in writing.

(d) If payment of the price, or any part thereof, is not made on the due date the Seller shall be entitled:

(I) To refuse to make delivery of any further consignments of goods whether ordered at the due date or not without incurring any liability whatsoever to the Purchaser for any delay in delivery.

(II) To terminate the contract.

(e) If the seller has undertaken to provide or arrange carriage to a destination agreed with or specified by the Purchaser such carriage shall be charged
in addition to the price unless otherwise expressly agreed by the Seller in writing.

3. Passing of Property

The passing in the products shall remain in us until the payment of the total price thereof. If payment of the total price is not made on the due date, we may require the products to be returned to us and if this requirement is not immediately complied with, we shall have the right (with or without prior notice) at any time to retake possession of the whole or any parts of the products (and for that purpose to go upon any premises occupied by the Purchaser and sever the goods from anything they are attached to without being responsible for any damaged caused) without prejudice to any of our other remedies.

4. Delivery

(a) Where products are to be delivered by Seller's carrier to an address designated for delivery thereof by the Purchaser, the risk will pass when the goods have been so delivered.

(b) Seller shall make every endeavour to adhere to agreed delivery schedule. Such schedule is not however, guaranteed or to be deemed to be of the essence of the contract and the Seller in no case be liable for any delay in delivery or any losses resulting directly or indirectly there from howsoever caused, and any delay in delivery shall not be sufficient cause for cancellation by the Purchaser.

(c) If the Seller is prevented (directly or indirectly) from making delivery of the goods or any part thereof by reason of acts of God, war, strikes, lockouts, trade disputes, fires, breakdowns, interruption of transport, Government action, delays in or failures of delivery to the Seller of any goods or materials or any cause whatsoever (whether or not of the like nature to those specified above) outside his control the Seller shall
be under no liability whatsoever of the Purchaser and shall be entitled at his option either to cancel this contract or to extend the time of his performance by a period equivalent to that during which his performance has been prevented by the circumstances herein before referred to.

(d) The Purchaser shall not be entitled to make any claims against the Seller of any shortfall in the quantity of the goods specified in the despatch note or, where the Seller is responsible for the carriage of the goods, any damage to or non-delivery of all or any part of the goods unless the Seller is informed in writing of such shortfall damage or non-delivery within such time as will enable the Seller to comply with the Seller's carrier's conditions of carriage or within 7 days of the date of the invoice/despatch note, whichever is the shorter.

(e) Scheduled Orders will only be accepted when the period of the scheduling does not exceed twelve months. Rescheduling charges will be made at the discretion of the Seller.

5. Manufacturer's Specification

The Seller will not be liable for any loss or damage arising from variations in or from the specifications or technical data, and will not be responsible for any loss or damage from curtailment or cessation of supplies following any such variation.

6. Cancellation

(a) The Purchaser may not cancel the contract without the consent of the Seller.

(b) The Seller shall not be liable for any incidental or consequential damages.

(c) In the event of the Purchaser or any representative of the Purchaser altering or modifying the goods without the Seller's prior written consent and any claims are asserted against the Seller by such alteration or modification. Purchaser shall defend, indemnify and hold the Seller harmless against any and all damages. Liabilities, expenses and costs in connection therewith or resulting there from.

7. Proper Law

This contract shall be construed and governed in all respects by English Law, unless stated in writing, goods shall not be required to comply with any provisions of any other law. All disputes arising under or relating to this contract shall be subject to the Jurisdiction of the Courts of England.