Purchasing Terms and Conditions
- Colpac Ltd hereinafter referred to as the Buyer, will not accept responsibility for any order unless it is issued on an official order form and signed by an authorised person, nor recognise any amendment or variation from an order unless authorised in writing and similarly signed.
- Delivery of any part of the material called for by this order constitutes the acceptance of the terms set out hereon.
- All goods must be delivered in accordance with the Buyers instructions and must conform in all particulars to the requirements of this order and must pass the tests of the Buyer’s inspectors, and only then will the property in the goods pass to the Buyer. Should any goods fail to pass the tests of the Buyer’s inspectors they must be replaced, if required, within the delivery period specified and all expenses incurred thereby will be chargeable to the Vendor.
- The Vendor must ensure that all goods delivered are to the specifications and standards laid down, and the Buyer reserves the right not to carry out 100 per cent inspection of the goods at time of receipt. Faulty goods subsequently found shall be returned to the Vendor for credit or replacement, irrespective of the time between date of delivery and date of discovery of faulty goods, provided the faults are due to faulty production and not in any way attributable to deterioration in storage. The term “faulty production” shall include the proved use of any materials or finishes below the agreed or accepted specifications, and which subsequently deteriorate more quickly than is normally expected or recognised. Where goods are unacceptable the Vendor will be advised immediately of the quantity rejected and these goods will then be held for a period of 14 days so that the Vendor may send a Representative to inspect the goods if he so wishes.
At the end of this period the faulty goods will be dispatched “carriage forward” or where the Vendor normally delivers by his own transport the goods will be held awaiting collection However, if after a period of one calendar month from the date of rejection such goods have not been collected, the Buyer shall have the right to dispose of these goods having debited their value to the Vendor, or to arrange for despatch of the goods “carriage forward” instead of waiting for the Vendor to collect.
- No charge for carriage, packages or packing cases can be accepted by the Buyer unless specifically stated on this order.
- The Buyer reserves the right to cancel this order if not completed to the requirements and in accordance with these conditions within the time specified in this respect, time shall be the essence of the contract.
- The performance of all contracts is subject to variation or cancellation by the Buyer owing to any Act of God, war, strikes, lock-outs, fire, flood, drought, tempest, pandemic or any other cause beyond the control of the Buyer.
- The exact quantity of material ordered only will be accepted. Any excess or shortage must be agreed at the time of the order or in writing prior to completion.
- This order must not be invoiced at higher prices than stated unless otherwise agreed in writing.
- Despatch of goods does not constitute delivery and the Vendor is responsible for method of transport unless the contrary is stated on the face of this order.
- Where charges for tools, reproduction or artwork are involved, ownership in the relevant tools, blocks, Litho original positives, plates or artwork, etc, passes to the Buyer on payment of the charges, and such tools, blocks, Litho original positives, plates or artwork, etc, must be delivered up to the Buyer in good condition upon request and without additional charges, This condition will not apply where such charges are clearly stipulated as being “Part Costs” in that case, tools blocks, Litho original positives, plates or artwork, etc, remain the property of the Vendor but are reserved exclusively for the use of the Buyer. If, after payment of “Part Costs” the Vendor cannot meet the order as specified or is unable or unwilling to undertake repeat orders for the same item at a price and with the delivery date and rate the same as those contained in the original order (subject to any variations thereof which may previously have been agreed in writing), then the tools, blocks, Litho original positives, plates or artwork, etc, must be delivered up to the Buyer without additional charge and in usable condition. In the event of this order being cancelled for any reason other than at Buyer’s option, i.e. due to inability of the supplier to meet delivery dates or quality specifications, then any monies which may have been paid by the Buyer in respect of moulds, tools, machine tools, printing blocks, or for any other purpose in connection with production, against this order, shall be refunded to the Buyer within 7 days of such cancellation being notified.
- When the Vendor is in possession of the Buyer’s property in the way of tools, blocks, plates, artwork or components used in connection with any order the Vendor shall maintain that property in good order and shall fully cover if by insurance against fire, burglary, damage by water or any other loss or damage whatsoever and howsoever caused and shall indemnify the Buyer against such loss or damage.
- Where the conditions on this order are at variance with Conditions of Sale advised by the Vendor on a Quotation of Acknowledgement, the Conditions of this Order alone will apply, unless the Buyer shall by notice in writing have specifically notified the Vendor of the Buyer’s acceptance of any such proposed variation of these Conditions.
- The Vendor shall indemnify the Buyer against all action, suit, loss, claim, costs, damages or any expenses whatsoever in respect of loss of life or personal injury or loss or damage to property arising out of or in connection with the execution of any work covered by this order or resulting from any defect in the said goods or in any instructions given supplied or clearly implied in connection therewith unless such loss of life or personal injury or loss of or damage to the property is attributable to the Buyer or to those in the Buyers employ in connection with any work which the Vendor executes against this order he shall be responsible for and shall indemnify the Buyer against all claims under the Workmens Compensation Acts. Employers Liability Acts, or at Common Law, arising out of accidents both to the Vendor’s workmen and employees and to the Buyer’s workmen and employees unless such accident or accidents to the Buyer’s workmen and employees be attributable to the Buyer or those in the Buyer’s employ.
- Suppliers of goods delivered on this order hold the Buyer and Associated Companies, their customers or those for whom they might act as agents, fully indemnified against all claims for royalties, damages, or other losses due to the infringement of patents for apparatus, devices or processes embodied therein, and undertake to defend at their own expense any and all actions or suits arising out of such infringements.
- In accepting an order from the Buyer, the Vendor shall acknowledge that the relationship between the Buyer and the Vendor is commercially confidential and that the commercial terms, including prices for services and goods provided, between the parties shall not be disclosed to any other party accepting as necessary to meet the Buyers requirements and then this obligation of confidentiality shall extend to the 3rd party user by the Vendor, and accepting as required by law.
- The Vendor shall acknowledge that any materials supplied by the Buyer to the Vendor, in allowing the Vendor to assess, quote and supply, shall remain the property of the Vendor and shall not be shared or disclosed to any 3rd party accepting as necessary to meet the Buyers requirements and then this obligation of ownership shall extend to the 3rd party used by the Vendor.
- This contract shall be deemed to have been made in England and shall be governed in all aspects including its construction, validity and performance by English Law. The parties shall submit to the jurisdiction of the English Courts provided that the Buyer shall be entitled if he so elects to bring proceedings against the Vendor in the Court of the Jurisdiction in which the Vendor resides or carries on business.