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Terms And Conditions |
1. DEFINITIONS
In these conditions: -
(i) "The Company" means Custom Card–IBS the trading operation of Custom Card Services International Ltd.
(ii) "Goods" shall include any item, or any services to be provided by the Company.
(iii) "Order " means the Purchase Order in respect of the Goods or any part of them.
(iv) "The Purchaser" means the person, firm or company described in the Order or to whom the Goods are to be supplied.
2. VALIDITY
Orders placed with the Company shall not be binding on the Company until accepted in writing by the Company. Any quotation made by the Company shall be valid for 30 days from the date thereof, but shall be subject to alteration or withdrawal without notice at any time prior to written acceptance by the Company of an order arising from it.
3. APPLICATION
(I) Except only where expressly agreed otherwise in writing duly signed on behalf of the Company by a person properly authorised these General conditions of Contract together with any quotation an any Special Conditions specified by the Company in writing duly signed a aforesaid shall apply to the Order to the exclusion of all other conditions and shall not be modified or altered in any way. Any conditions included or referred to in the document placing the Order or accepting the Company’s quotation shall be deemed not accepted by the Company and to have no effect unless specific reference is made to such conditions in the Company’s written acceptance of the Order and unless the Company specifically agrees to them.
(ii) If any such Special Conditions shall conflict with these General Conditions of Contract, then such Special Conditions shall prevail.
4. PRICING
(I) All prices quoted are ex-works and exclude the costs of packaging and carriage and all taxes (including Value Added Tax ), duties or charges imposed or payable in respect of the Goods sold hereunder, all of which shall be borne by the Purchaser.
(ii) The Company reserves the right to alter prices specified in a quotation or order binding upon the Company pursuant to Conditions 2 above where there has been an increase in the costs properly attributable to the execution of the Order or, in the case of Goods ( or any pert thereof) which are imported, to reflect any change in exchange rate taking place after the date in which the quotation or order becomes binding upon the Company as aforesaid. NO such alteration shall entitle the Purchaser to vary or rescind the order.
5. TERMS OF PAYMENT
(I) In UK: Net cash due within 30 days of the date of the invoice, unless otherwise stated. Export: On delivery by sight draft or as otherwise stated.
(ii) Where deliveries are made by instalments, payments for each consignment shall be made in accordance with the preceding paragraph, and failure to pay for any consignment shall entitle the Company to suspend further deliveries or to rescind the order without incurring any liability whatsoever to the Purchaser and without prejudice to any other right of the Company.
(iii) The Company shall be entitled to charge the Purchaser with interest at a rate equivalent to 2% per annum above the base rate for the time being of Lloyds Bank Limited in all payments under the order which are overdue.
(iv) Not withstanding delivery title to the Goods shall remain vested in the Company until the full purchase price of all the Goods the subject of the order has been paid to the Company.
6. DESPATCH
(I) Delivery dates quoted by the Company, although given in good faith, are estimates only and shall not be binding upon the Company. The Company reserves the right to vary the dates quoted for delivery or shipment and shall not be liable for any loss, damage or other expense, which the Purchaser or any other party may suffer by reason of such variation.
(ii) Unless otherwise agreed in writing, all Goods are sold ex-works and are to be collected from the Company’s premises. If the Company shall arrange delivery of the Goods for the Purchaser it shall be the Purchaser’s expense and the Company shall not be responsible for any loss of damage to the Goods in transit.
(iii) Risk in the Goods sold hereunder shall pass at the point of delivery specified by the Company.
(iv) The Company shall not be required to give notice relating to insurance pursuant to Section 32(3) of the Sale of goods Act 1893.
(v) The Purchaser will accept delivery of excess or deficiency of up to 10% of the quantity of plastic cards ordered but will pay for the quantity of cards actually delivered.
7. LIABILITIES
(I) If no specific warranty applicable to the particular class of goods concerned is given with the Goods then the following warranty shall apply thereto: - If within 90 days after delivery of the Goods, or in the case of plastic cards (with or without magnetic) within 30days after delivery, any defect in the Goods or plastic cards shall be revealed or arise under normal use attributable to faulty design, materials or workmanship, the Company shall remedy the defect at its own expense either by repair or at the Company’s option, by replacement PROVIDED THAT the Purchaser shall give the Company prompt written notice of any such defect when such defect is revealed and the Purchaser returns such Goods to the Company’s premises at the Purchaser’s risk and expense. This warranty shall apply to Goods so replaced or repaired and shall be effective from the date of such replacement or repair.
(ii) All others statements, warranties and conditions, whether express or implied, statutory or otherwise (other than with respect to the Company's title to the goods) are hereby excluded.
(iii) When proofs relating to plastic cards (with or without magnetics) have been accepted by the Purchaser, the Company will not be liable for any defect in plastic cards resulting from any error in or omission from such proofs. The Purchaser’s approval of the proof indicated his acceptance of all design features and in the case of machine proofs - acceptance of the performance characteristics of the card. Any amendment to or cancellation of an order after proof approval renders the purchaser liable for any costs thus far incurred.
(v) The foregoing represents the Company’s entire liability under the order and, saves with respect to any claim which may be made against the Company pursuant to paragraph (v) of this Condition, the Company shall not be liable in any event for consequential or indirect loss or damage how so ever arising from order, including but not by way of limitation loss or damage form illegal or improper use of the Goods.
8. PATENTS
(I) Subject to paragraph (ii) of this Condition, the Company will indemnify the Purchaser against damages and costs awarded against the Purchaser by a competent court in respect of any claim by a third party alleging infringement of any patent, registered trade mark of copyright granted or registered at the date of the order resulting form the use or sale of the Goods PROVIDED THAT this indemnity shall not apply to any infringement which is due to the association or combination of the Goods with any other article, apparatus of device and shall be conditional upon the Purchaser’s giving the Company prompt written notice of any such claim for infringement or alleged infringement and affording the Company the opportunity to assume (at the Company’s expense) the defence of any such claim and all negotiations in respect thereof. The foregoing states the Company ‘s entire liability for patent, design, trade mark or copyright infringement.
(ii) Where Goods are supplied in accordance with a specification or design specified by the Purchaser the Indemnity given in the preceding paragraph shall not apply to any claim in respect of infringement or alleged infringement and aforesaid insofar as such claim arises from such specification or design and in such cases the Purchaser shall indemnity the Company against any such claim on the same terms as are contained in the preceding paragraph.
9. DOCUMENTS
All drawings, documents and other information provided by the Company to the Purchaser are provided on the express understanding that the same are confidential and will not be disclosed, copied or made available to third parties, and will only be used in connection with the Goods in respect of which they are issued.
10. FORCE MAJEURE
If the Company’s ability to perform its obligations under the order is limited, delayed or prevented in whole or in part by reasons of any cause or event beyond the Company’s control, including but without limiting the foregoing, fire, storm, tempest, explosion, accident, breakdown or plant or machinery, strike and/or industrial dispute, war, civil strife or commotion, act of foreign enemy, hostilities (whether war be declared or not), law or act of or authorised b any government, the Company shall be excused, discharged or released without penalty from the performance of the Order to the extent that such performance is so limited, delayed or prevented. In the event that the Products covered by the Order or any part thereto have been delivered, the Purchaser shall pay to the Company the whole or the proportion of the contract price appropriate to the Products delivered
11. TRANSFER
The Purchaser shall not transfer or assign the benefit of the order or any part thereof without the prior written consent of Company.
12. LICENCES
In the case of export orders: -
(i) The Purchaser shall be responsible for obtaining all necessary import licences and shall indemnify the Company against all loss, costs or expense incurred by the Company in respect of Goods supplied without valid import licences.
(ii) Delivery under the order shall be subject to the granting of any necessary export licence(s) and the Purchaser shall render all necessary assistance to the Company to obtain such licence(s). The Company accepts no liability for any loss, damage or expense arising from any delay in obtaining or failure to obtain such export licence(s). Where Goods are ordered for export from a Purchaser’s address in the United Kingdom or by a Purchaser's agent in the United Kingdom the Purchasers or his agent shall be responsible for obtaining such export licences.
13. BANKRUPTCY
If the Purchaser shall become bankrupt or have a receiving order or administration order made against it or shall make any composition or arrangement with or conveyance or assignment for the benefit of creditors or shall purport so to do or shall have any application made against it under any Bankruptcy Act, or (being a Company) if any resolution be passed or any order of the Court be made that the Purchaser is wound up (save for the purpose of a bona-fide reconstruction or amalgamation) or a receiver or manager be appointed by any creditor or any act shall be done which would cause any of the foregoing to be done , the Company shall be entitled to determine the order by written notice to the Purchaser.
14. WAIVER
No admission, act or omission made by the Company’s part during the continuance of this order shall constitute a waiver of or release the Purchaser from any liability under any of its terms.
15. LAW
(i) The order shall be construed and have effect in all respects in accordance with the laws of England, and the High Court of Justice in England shall be the court of jurisdiction.
(ii) If any part of these conditions shall be found to be unlawful it shall not affect the validity or enforceability of the remainder of the conditions
16. CANCELLATION
No cancellation is permitted by the customer unless agreed in writing by International Bureau Services. In the event of cancellation the customer will indemnify International Bureau Services fully against all expenses incurred by International Bureau Services together with liquidated damages equivalent to 10 per cent of the contract price for the goods in question.
17.SEVERABILITY
Each of these conditions shall be severable and distinct from one another and if at any time, any one or more of such conditions is or becomes invalid, illegal, or unenforceable, the validity, legality, and enforceability of the others shall not in any way be affected or impaired thereby