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Conditions of purchase
The word “goods” includes all goods covered by the Purchase Order, including raw materials, processed materials or manufactured components and contracts.
The term “Purchase Order” shall mean Buyer’s Purchase Order which specifies that these conditions apply to it.
The “Contract” shall mean the contract between the Buyer and Seller consisting of Purchase Order, these conditions and other documents (or parts thereof) specified in the Purchase Order. Should there be any inconsistency between the documents comprising the Contract, they shall have precedence in the order herein listed.
Variation to terms and conditions
In the absence of a specification sample, all goods supplied shall be within the normal limits of industrial quality.
Goods rejected will be returned at Seller’s risk and expense. Rejected goods shall, at Buyer’s option be replaced by Seller.
Buyer’s inspector or representative of Buyer’s customer, on Buyer’s authority, shall be entitled to inspect the goods, which are the subject of the order, at any reasonable time at
Seller’s works or at the works of Seller’s sub-contractors.
No inspection, checking, approval or acceptance given on behalf of Buyer shall relieve Seller or his Sub-Contractors from any obligation under the Contract.
Without prejudice to the generality of the foregoing conditions, Seller guarantees Buyer against all loss or expense whatsoever, resulting directly or indirectly, at any time, from the supply of defective materials or workmanship.
Packaging is to be adequate to prevent loss or damage.
Loss or damage in transit
Passing or property and risk to buyer
Terms of payment
Value Added Tax, where applicable, shall be shown separately on all invoices as a strictly nett extra charge.
Where Seller receives any such direction from Buyer, which would occasion an amendment to the Contract Price, Seller shall, with all possible speed, advise Buyer in writing to that effect, giving the amount of any such amendment, ascertained and determined at the same level of pricing as that contained in Seller’s tender.
If, in the opinion of Seller, any such direction is likely to prevent Seller from fulfilling any of his obligations under the Contract, he shall so notify Buyer, and Buyer shall decide with all possible speed whether or not the same shall be carried out, and shall confirm his instructions in writing, and modify the said obligations to such an extent as may be justified. Until Buyer so confirms his instructions they shall be deemed not to have been given.
Provided always that this indemnity shall not apply to any infringement which is due to Seller having followed a design or instruction furnished or given by Buyer, or to the use of such article or material in a manner, or for a combination with any other article or material not supplied by the Seller. Provided also that this indemnity is conditional on
Buyer giving to Seller the earliest reasonably possible in writing of any claim being made, or action threatened, or brought against Buyer, and on Buyer permitting Seller at Seller’s own expense to conduct any litigation that may ensue, and all negotiations for a settlement of the claim. Buyer on his part warrants that any design or instruction furnished, or given by him shall not be such as will cause Seller to infringe any Letters Patent, Registered Design, Trade Mark or Copyright in the execution of the Purchase Order.
Buyer's rights in specifications, plans, drawings, patterns etc
Responsibility for information
Assignment and sub-letting
Repairs and replacements shall themselves be subject to the foregoing obligations for a period of 12 months from the date of delivery, reinstallation or passing of tests (if any), whichever is appropriate after repair or replacement. Seller shall further be liable in damages (if any), in respect of each Purchase Order up to the limit of the price of the goods covered by that Purchase Order.