Cymar Computer Ltd Conditions of Sale
1). THE COMPANY. Any reference hereunder to the company shall mean Cymar Computer Limited. THE BUYER. Any reference hereunder to the Buyer shall mean the customer named over.
2). ACCEPTANCE OF TENDER. The acceptance of this tender includes the acceptance of the following terms and conditions.
3). TENDER VALIDITY. This tender remains valid for a period of sixty days only unless otherwise stated.
4). ORDER VALIDITY. No order shall be binding until confirmed in writing by issue of the company Acknowledgement of order.
5) DESCRIPTIONS AND SPECIFICATIONS. All illustrations, drawings, prices etc. accompanying the company’s tender or contained in the company’s catalogues, price lists or advertisements must be regarded as approximate representations only, and are not binding in detail unless stated so in the tender.
6). ACCEPTANCE OF DELIVERY. The Buyer shall accept delivery of the equipment within a period of 14 days of being notified by the Company that the same is available for delivery, if the Buyer shall fail to accept delivery as aforesaid the Company shall be entitled.
a) to charge interest to the Buyer at the rate of 4% per annum above the Barclays Bank PLC or its successors Base Rate for the time being on the whole of the contract for the time being unpaid ; and
b) to make a storage charge against the Buyer at a rate equivalent to 10 per cent per annum on the whole of the contract price for the time being unpaid in respect of the period from the expiration of the said period of 14 days until delivery of the equipment is accepted by the Buyer.
7). DELIVERY, TITLE AND PASSING OF RISK. The property and goods delivered by the Company will remain in title with the Company until full payment has been received by the Company. The Buyer must store goods in a manner so that they can be readily identified as the property of the company. The risk in goods will pass to the Buyer on delivery at their premises when the goods are delivered by the Company or nominated agents.
8). DELAY IN DELIVERY OR COMPLETION. The time given for the execution of the order shall be reckoned from the date on which the Company receives your written order. The company will use its best endeavours to dispatch by the date given, but will not accept liability for failure to do so. Should dispatch be hindered or delayed by your instructions or lack of instructions or by any cause whatever beyond the company’s reasonable control (including strikes, lockouts, fire, war causes, accidents or defective materials), a reasonable extension of time shall be granted.
9). TERMS OF PAYMENT. W here no other terms of payment have been agreed, payment in respect of any goods shall be due in full on 30 days after delivery.
10). WARRANTY. If within 90 days after delivery the Company is notified that there appears in the goods any defect which has arisen under proper use from faulty materials, workmanship or design (other than design made, furnished or specified by you for which the company has in writing disclaimed responsibility), the Company warrants that provided the defective goods or parts thereof have been returned to the company, should they so require they will make good the defect either by repair, or at the company’s option replacement. The repair or the item replaced is covered by this same warranty for a period of 90 days from repair or supply of replacement. Goods supplied by the Company which are not of the company’s manufacture (for example, be not limited to Winchester Disk Drives, Computers Printers) are excluded from this warranty, but the Company will, where permitted to do so, pass on the benefit of any unexpired warranty given by the manufacturer of the goods. Parts and system whether supplied under warranty, or contained in the system, may be newly manufactured, serviceable used, or re-programmable items equivalent to new in performance.
All other warranties, expressed or implied, including warranties of merchantability and fitness for any particular purpose, are excluded by agreement of the parties. In no event will the Company be responsible for (1) lost profits or any other incidental or consequential damages; (2) Damages caused by repairs or alterations done without the Company’s written approval; or (3) Damages due to deterioration from operation of the system in an environment of excessive dirt, moisture, chemical fumes, extremes of temperature or other improper conditions.
11). PROGRAMS. Any computer programs software or firmware supplied by the Company remain the property of the Company, and are provided by means of a non exclusive, revocable license to use on a specific machine, are to be kept confidential by you, and not further copied or divulged to any other party without the company’s prior written consent.
12). INSTALLATION AND COMMISSIONING. Unless otherwise agreed, the Company shall install the equipment at the place specified, provided that the Buyer shall at his own expense,
a). Provide access to, clear and prepare the site and provide adequate electricity and other services, and such other facilities as will enable the Company to carry out the work expeditiously and without interruption:
b). Provide connections for electrical and other services to the equipment and labour for the installation thereof and:
c). Provide such assistance, labour, lifting tackle and appliances as may be required in connection with the installation of the equipment.
The Buyer will indemnify the Company for all claims and costs arising from or in connection with the use of such assistance, labour, lifting tackle and appliances provided by the Buyer.
13). LIABILITY. The company shall not be liable for any consequential or indirect loss suffered by the Buyer whether this loss arises from a breach of duty in contract or tort or in any other way , including loss arising from the company’s negligence. Non-exhaustive illustrations of consequential or indirect loss would be (1) Loss of profits; (2) Loss of contracts; (3) Damage to property of the Buyer or anybody else; (4) Personnel injury to the Buyer or anybody else (except so far as such injury is wholly attributableto the company’s negligence)
The company’s maximum liability in respect of any one contract shall be limited to the replacement of the goods ordered hereunder or to a sum not exceeding the invoice value of the goods or £150,000 whichever sum shall be the least
14). CANCELLATION. In the event of any orders for goods being cancelled, the Buyer will be charged 10% of the order value.
15). BANKRUPTCY. If the other party to the contract shall enter into a deed of arrangement with, or compound with his creditors, or if a receiving order is made against such a party (if a company) an Order for winding up is made, or a Resolution for winding up is passed, or if a receiver or Liquidator is appointed or otherwise, the Company may stop any goods in transit and suspend further deliveries and may determine any contract without prejudice to any claim it may have.
16). LEGAL CONSTRUCTION. This contract shall in all respects be interpreted in accordance with the laws of England.