In these conditions ‘The Seller’ means Medica Packaging Limited.
Unless otherwise agreed in writing by a Director of the Seller, these terms and conditions constitute the only conditions upon which the Seller is willing to supply the goods as detailed in our estimate.
(i)Quotations are subject to confirmation on receipt of orders.
(ii)All prices quoted or accepted are exclusive of value added tax and the contracted price shall be such price plus VAT at the appropriate rate.
(i)Payment is due at the end of the month following the month of invoice unless specifically agreed in writing to the contrary.
Time for payment for the goods is of the essence. Accordingly in the event that payment of any part of the price for the goods is not made to us by the due date, without prejudice to our other rights hereunder, we shall be entitled at our option, (a) to charge on the amount unpaid, interest at a rate of 4% per annum above the base lending rate of Barclays Bank PLC for the time being until the date the amount outstanding is paid, (b) to refuse to make delivery of any further consignment of goods under this contract or goods under any other contract, or to cancel any uncompleted order without incurring any liability whatsoever to the Buyer, and to recover damages from the Buyer for any resulting loss.
(ii)The Buyer shall not be entitled to make any deductions from the payments due to us in respect of any set-off or counter-claim unless both the validity and the amount thereof have been expressly admitted by us in writing.
(iii)Where payment is made by cheque or Bankers Draft, it shall not be deemed to have been made until the cheque or Bankers Draft has been honoured by the Drawer’s Bank.
(i)Where contracts provide for a single delivery without specifying a date, goods shall be delivered and accepted within 14 days of their being ready.
(ii)Where contracts provide for deferred deliveries, all the deliveries shall be accepted within two months of the specified delivery dates. In the event of failure to accept any delivery, that delivery shall be deemed to have occurred and storage costs charged to Customer’s Account, the goods being held at Customer’s risk and the Buyer should insure accordingly. Where goods are stored at Customer’s risk the Seller is not liable for loss or damage of any kind whether by negligence or otherwise. Among other things ‘damage’ would include any deterioration or change in goods arising from storage.
(iii)Each delivery shall constitute a separate contract and any failure or defect in any one delivery shall not vitiate the contract as to the remaining deliveries.
(iv)The Seller shall have the option of revising the delivery date or dates prior to manufacturing if circumstances beyond the Seller’s control prevent the Seller keeping to the originally agreed date or dates. The liability of the Seller for failure to comply with the agreed delivery dates as varied where necessary in accordance with this sub-clause, and unless covered by clause 11, shall be limited to the reimbursement to the Buyer of the actual loss incurred, but in no case exceeding the value of the goods which are the subject of the Contract.
A surplus or shortage charged pro-rata not exceeding 10%.
Where an order provides for delivery by instalments then, for the purposes of the clause, these instalments shall be aggregated.
All sketches and origination work shall remain the property of the Seller.
Customer’s Print and Construction Requirement
Alteration from original copy, on and after first proof including alterations in style of construction will be charged extra. Proofs of all work carried out may be submitted for Customer’s approval and no responsibility will be accepted for any errors in proofs which may be passed by him. The Customer shall be solely responsible for any matter which the Seller prints on the goods, on the instructions or at the request of the Customer, for any design or construction which the Seller executes on the instruction, or at the request of the Customer whether the same shall have been supplied by the Seller, or by the Customer and solely responsible for any claim or proceeding made or brought by a third party arising there from.
(i)In the case of bar codes or symbols, the Seller shall print the same as specified or approved by the Customer in accordance with generally accepted standards and procedures.
(ii)The Customer shall be responsible for satisfying themselves that the code or symbol will read correctly on the equipment likely to be used by those for whom the code or symbol is intended.
(iii)The Customer shall indemnify the Seller against any claim by any party resulting from the code or symbol not reading, or not reading correctly for any reason, except to the extent that such claim arises from any failure of the Seller to comply with sub-section (i) above which is not attributable to error falling within the tolerances generally accepted in the trade in relation to printing of this sort.
(i)Any complaints or claims will only be entertained if notified by the Buyer within 14 days of receipt of goods by Him.
(ii)The return of goods for credit will not be accepted unless the Seller or His Representatives shall have had the opportunity of examining same.
The price is subject to review in the event of any increase/decrease in the cost incurred by the Seller between the date of confirmation of the order, and the date of delivery to the Buyer.
Whilst every endeavour will be made to supply materials in accordance with the quality of samples submitted or quoted for, the contract is not a contract of sale by sample.
Property Belonging to the Buyer
Materials supplied by the Buyer will be held at Buyer’s risk. Every care will be taken to secure the best results where materials have been supplied by the Buyer, but responsibility will not be accepted for imperfect work caused by defects in or because of unsuitable materials supplied.
Title of Property
Title in the goods does not pass until full payment has been received. Until such time as full payment is received, the Purchaser is to be the Seller’s agent in respect of the goods and will have fiduciary duty to account for any monies received or debt created on the further sale of the goods supplied, whether as a separately identifiable item, or as a part of another product sold or disposed of by the original Purchaser of the goods. Further, if payment is not received and the Purchaser should be wound up or a Receiver appointed over the whole or part of the Purchaser’s undertaking, or an execution of distress levied against the Purchaser, the Seller shall be entitled to enter and repossess the goods.
Force Majeure, etc
The performance of all Contracts are subject to variation or cancellation by the Seller owing to any act of God, war, strikes, lock-outs, fire, flood, drought, tempest, or any other cause beyond the control of the Seller, or owing to any inability by the Seller to produce materials or articles required for the performance of the contract, and the Seller shall not be held responsible for any inability to deliver caused by such contingency.