SRS .... ordering

SRS will only offer credit if the level of business warrants it and the necessary credit checks and customer history justify a full credit rating.

Our standard credit terms are "invoices Must be paid by 20th of month following month of invoice"

Until a full credit rating is given Customers may pay against Pro Forma invoice or use a credit card to make the payment.

SRS Products PLC: Standard Terms & Conditions for the sale of goods
(ref 13/8/10).

1. Definitions

  • Buyer............... the person who buys or agrees to buy the goods from the Seller.
  • Conditions....... the terms and conditions of sale as set out in this document and any special terms and conditions agreed in writing by the Seller.
  • Goods.............. the articles which the Buyer agrees to buy from the Seller.
  • Price ….............the price for the Goods, excluding VAT and any carriage, packaging and insurance costs.
  • Seller …...........SRS Products PLC 19 Mead Park, Riverway, Harlow, Essex,CM20 2SE

2. Conditions

2.1 These Conditions shall form the basis of the contract between the Seller and the Buyer in relation to the sale of Goods, to the exclusion of all other terms and conditions including the Buyer's standard conditions of purchase or any other conditions which the Buyer may purport to apply under any purchase order or confirmation of order or any other document. Any contractual dispute between the Seller and the Buyer shall be governed by English Law.

2.2 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods from the Seller pursuant to these Conditions.

2.3 Acceptance of delivery of the Goods shall be deemed to be conclusive evidence of the Buyer's acceptance of these Conditions.

2.4 These Conditions may not be varied except by the written agreement of a director of the Seller.

2.5 These Conditions represent the whole of the agreement between the Seller and the Buyer. They supersede any other conditions previously issued.

3. Price

The Price shall be the amount quoted on the Seller's confirmation of order. The Price is exclusive of VAT which shall be due on all United Kingdom purchases at the rate in force on the date of the Seller's invoice.

4. Payment and Interest

4.1 Payment of the Price and any VAT shall be due by 20th of month following the month in which the Seller's invoice is dated. Earlier payment may be requested on the confirmation of order if the Buyer,s Credit rating by the Seller warrants this.

4.2 The Seller shall be entitled to charge Interest on overdue invoices which accrues from the date when payment becomes due calculated on a daily basis until the date of payment at the rate of 8% per annum above the Bank of England base rate from time to time in force. Such interest shall accrue after as well as before any judgment.

4.3.The Buyer shall pay all accounts in full and not exercise any rights of set-off or counter-claim against invoices submitted by the Seller.

5. Goods

The quantity and description of the Goods shall be as set out in the Seller's confirmation of order.

6. Warranties and Liabilities

6.1 The Seller warrants that the Goods will at the time of delivery correspond to the description given by the Seller in the confirmation of order. [Except where the Buyer is dealing as a consumer (as defined in section 12 of the Unfair Contract Terms Act 1977), all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods are excluded].

6.2 Any claim by the Buyer which is based on any defect in the quality or the condition of the Goods or their failure to correspond with specification shall be notified to SRS within 28 days from the date of delivery and the Goods shall be returned to SRS carriage paid. If the Buyer does not notify SRS accordingly and return the Goods SRS shall have no liability for such defect and the Buyer shall be bound to pay the price as if the goods had been delivered in accordance with the Contract.

6.3 Any attempt by the Buyer to rework faulty goods supplied by SRS will totally invalidate any warranty.

6.4 Where any valid claim in respect of any of the Goods is notified to SRS in accordance with this Condition 6 then SRS shall be entitled to replace the Goods (or the part in question) free of charge or at SRS' s sole discretion refund to the Buyer the price of the Goods (or a proportionate part of the price) and SRS shall have no further liability to the Buyer.

6.5 Save as expressly provided in these Conditions and except in respect of death or personal injury caused by SRS' s negligence :

(a) SRS shall not be liable to the Buyer by reason of any representation or any implied warranty,condition or other term or duty at common law or under the express terms of the Contract for any consequential or indirect loss or damage (whether for loss of profit or otherwise) and whether caused by the negligence of SRS,its employees or agents or otherwise which arises out of or in connection with the supply of the Goods or their use or resale by the Buyer;

(b) the total liability of SRS, whether in contract,tort or otherwise and whether in connection with this contract or any collateral contract, shall in no circumstances exceed the total sums payable by the Buyer to SRS for the Goods.

6.6 Any claims for loss of, or damage to, the Goods in transit will only be entertained if lodged by the Buyer in writing, with SRS within 7 days from receipt of those Goods.

7. Intellectual Property Rights

7.1 SRS has no actual knowledge of any infringement of any patent,design right,copyright or any other intellectual or industrial property rights which will result from the sale or use of the Goods in accordance with the terms of the Contract. SRS gives no warranty that such sale or use will not give rise to infringement of this nature.

7.2 SRS shall not be liable for the infringement of any patent, design right, copyright or any other industrial or intellectual property caused by the use of the Goods in combination with other articles or materials or used in any process not supplied by SRS.

7.3 The Buyer shall notify SRS immediately of any claim made or action brought against the Buyer for the infringement of patent, design right, copyright or any other industrial or intellectual property right and SRS shall have sole conduct of the litigation and all settlement negociations which may arise therefrom. The Buyer shall give SRS its reasonable assistance in relation to any such claim.

7.4 The Buyer shall ensure that any trade marks or any other words or marks affixed to or used in relation to the Goods are not obliterated,obscured or omitted.

7.5 The Buyer shall not add, affix or use any additional words or marks, to or in relation to, the Goods.

8. Delivery of the Goods

8.1 Delivery of the Goods shall be made to the Buyer's address. The Buyer shall make all arrangements necessary to take delivery of the Goods on the day notified by the Seller for delivery.

8.2 The Seller undertakes to use its reasonable endeavours to despatch the Goods on an agreed delivery date, but does not guarantee to do so. Time of delivery shall not be of the essence of the contract.

8.3 The Seller shall not be liable to the Buyer for any loss or damage whether arising directly or indirectly from the late delivery or short delivery of the Goods. If short delivery does take place, the Buyer undertakes not to reject the Goods but to accept the Goods delivered as part performance of the contract.

8.4 If the Buyer fails to take delivery of the Goods on the agreed delivery date or, if no specific delivery date has been agreed, when the Goods are ready for despatch, the Seller shall be entitled to store and insure the Goods and to charge the Buyer the reasonable costs of so doing.

9. Acceptance of the Goods

9.1 The Buyer shall be deemed to have accepted the Goods 7 days after delivery to the Buyer.

9.2 The Buyer shall carry out a thorough inspection of the Goods within [48 hours] of delivery and shall give written notification to the Seller within 5 working days of delivery of the Goods of any defects which a reasonable examination would have revealed.

9.3 Where the Buyer has accepted, or has been deemed to have accepted, the Goods the Buyer shall not be entitled to reject Goods which are not in accordance with the contract.

10. Title and risk

10.1 Risk shall pass on delivery of the Goods to the Buyer's address.

10.2 Notwithstanding the earlier passing of risk, title in the Goods shall remain with the Seller and shall not pass to the Buyer until the amount due under the invoice for them (including interest and costs) has been paid in full.

10.3 Until title passes the Buyer shall hold the Goods as bailee for the Seller and shall store or mark them so that they can at all times be identified as the property of the Seller.

10.4 The Seller may at any time before title passes and without any liability to the Buyer: (a) repossess and dismantle and use or sell all or any of the Goods and by doing so terminate the Buyer's right to use, sell or otherwise deal in them; and (b) for that purpose (or determining what if any Goods are held by the Buyer and inspecting them) enter any premises of or occupied by the Buyer.

10.5 The Seller may maintain an action for the price of any Goods notwithstanding that title in them has not passed to the Buyer.

11. Carriage of Goods

Carriage will be chargeable on all sales if this is stated on the Seller's order confirmation.

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