Terms and conditions of sale

The following terms and conditions (‘ The Conditions’) are the terms on which Quality Couplings Ltd

(‘The Company’) sell their products and services and supersedes all other terms and conditions used

by the Company.

1.       Orders, price and payment.

1.1   The price (exclusive of VAT and delivery charges) for the Goods (‘The Price’) shall

be the price ruling at the time of delivery by the Company and payment of the Price shall be made within 30 days of the date (‘The Due Date’ ) of invoice for the

Goods.

         1.2 If the Price is not paid by the Due Date the Buyer will be liable to additional     

payment of reasonable liquidated damages. Interest shall accrue both before and

after any court judgement on the unpaid portion of the Price at the rate of 4 % above the base rate from time to time of HSBC PLC (UK).

1.3   Any cancellation of any order by the Buyer must be in writing, and agreed as

cancelled also by the Company. In the case of any cancellation, the Buyer may be

released from its obligations under contract after payment of a sum for reasonable

liquidated damages.

2.        Buyer

The person, firm, company corporation or public authority shown as the invoice of the Company is ‘the Buyer’.

3.       Carrier

The person, firm, company, corporation or public authority responsible for delivery of the Goods to the delivery address, including the Company when the Company delivers,

shall hereafter be referred to as ‘the Carrier’. Carriage will be charged for all carrier post and special deliveries where they do not meet the Companies agreed single shipment order value.

4.       Goods The description and quantity of the Goods to be sold (‘the Goods’) shall be set out in the quotation provided by the Company to the Buyer (‘the Quotation’). The quotation will be valid for a minimum of 30 days. World Metal prices may have an impact beyond this validity.

5.       Delivery  

The Company shall deliver the Goods to the address of the Buyer or the buyer’s specified location / address and on the date as both are shown on the Quotation.

Lead times are estimated whilst every endeavour will be made to meet

requested dates.

6.       Acceptance

Quality Couplings will replace any goods proven to be defective because of faulty materials, workmanship. This shall be reported to Quality Couplings within 14 days from despatch from the Company premises. Returned Goods will require notification by the Buyer and written approval by the Company prior to being returned.

7.       Title and Risk

The Goods shall be at the risk of the Buyer following delivery and, title in the Goods

shall not pass to the Buyer until the Buyer has made payment of the sums owing to the Company failing which the Company shall have the right to repossess or otherwise recover the Goods. Until title passes the buyer shall hold the Goods as bailee for the Company and shall store or mark them so that they can at all times be identified as Goods of the Company.

8.       Limitation of liability

8.1   Save in respect of personal injury or death due to any negligence, the Company

shall not be liable to the Buyer in respect of any loss suffered by the Buyer due to defect in the Goods.

8.2   Without prejudice to Condition 8.1 the Company shall not be liable to the Buyer or

any third party for any loss of profit, consequential or other economic loss suffered by the Buyer arising in any way from this agreement.

9.       Force majeure

The Company shall not be liable for any default due to any circumstance beyond reasonable control of the Company including, but not limited to, acts of God, war,

civil unrest, riot, strike, lock-out, acts of civil or military authorities, fire, flood, earthquake, or shortage of supply.

10.   General

10.1.1      If any term or provision of these Conditions is held invalid, illegal or unenforceable for any reason by any Court or competent jurisdiction, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Conditions had been agreed with the invalid, illegal, or unenforceable provision eliminated.

10.1.2      The Company may without consent of the Buyer sub-licence its rights or obligations or any part of these Conditions.

10.1.3      The headings of these Conditions are for ease of reference only and shall not affect the interpretation of any of the Condition

11.   Contract

Notwithstanding any other provision of this agreement, nothing herein shall confer a

Benefit on any third party for the purpose of the Contract (Rights of Third Parties) Act

1999 or any other purpose.

12.   Entire agreement

Each of the parties agrees that save in respect of statements made fraudulently it shall

have no remedy in respect of any untrue statement upon which it relied in entering this Agreement and that its only remedies shall be for breach of contract.

13.   Governing law and jurisdiction

The laws of England and Wales shall govern this agreement and the parties hereby submit to the non-exclusive jurisdiction of the courts of England and Wales.