Recovered plastics and premium recycled plastic pellets.
GENERAL TERMS AND CONDITIONS OF SALE AND DELIVERY OF RECOVERED COMMODITY LIMITED
The following Terms and Conditions are the terms on which Recovered Commodity limited sells products and supersedes all other terms and conditions relating to the subject matter of these Conditions.
1. These General Terms and Conditions shall apply to all sales and deliveries of goods made by the Seller to the Buyer. All orders by the Buyer shall be made subject to these General Terms and Conditions (and those specific terms set out on the front page of the Order Confirmation) alone which shall together exclude and override any other oral or written representations, terms and conditions inconsistent with them which the buyer might seek to impose even though such other representations, terms or conditions might in or with a later document or communication and/or purport to exclude or supersede any representations, terms or conditions inconsistent with them. No variation of these General Terms and Conditions nor of those specific terms set out on the front page of the Order Confirmation shall be made (and if made shall not be valid) unless agreed in writing by the Seller.
2. Any quotation made by the seller in respect of the sale and/or delivery of goods is for information only and shall not constitute a firm order. Orders shall only be binding when the seller has sent a written Order Confirmation to the buyer. The seller's representatives are not authorised to make any representation or promise on the seller's behalf save as far as set out on the front page of the Order Confirmation. If the buyer makes any additions to or alterations in the order placed the seller shall be entitled to reject such additions or alterations or to cancel the order.
3. The seller shall not be liable for any loss or damage whatsoever and however caused arising from delay in delivery of goods.
4. If performance of any of the seller's obligations under the agreement is prevented or impaired due to Force Majeure, the seller shall have no liability to the buyer, and the seller reserves the right to terminate the agreement in whole or in part or to postpone the delivery date by a reasonable period. For the purposes of these General Terms and Conditions, "Force Majeure" shall mean circumstances outside the seller's reasonable control including, but without limitation, labour disputes, blockade, political unrest, civil commotion, riot, war, accident, natural disasters, explosion, fire, damage by water, wind, climatic conditions or contamination, breakdown of plant, delay by suppliers, shortage of labour, power or materials and government interference. Where the seller terminates the agreement pursuant to this condition, the seller shall refund any payment which the buyer has already made on account of the price (subject to deduction of any amount the seller is entitled to claim from the buyer) but the seller shall not be liable to compensate the buyer for any further loss or damage caused by the termination or failure to deliver goods arising out of it. 5.Price and Payment - The price (exclusive of VAT) for the goods shall be the quoted price of the seller and payment of the price shall be made by the buyer within 30 days of the date of the invoice for the goods.
5.1 If the price is not paid by the due date interest shall accrue both before and after judgement on the unpaid portion of the price as the rate of 4 per cent above the base rate from time to time of Natwest Bank PLc.
5.2 The buyer shall not be entitled for any reason whatsoever to withhold or set-off payment for the product delivered.
6. The risk in the product shall pass to the buyer when the seller delivers the product in accordance with the terms hereof to the buyer or any other person to whom the seller has been authorised by the buyer to deliver the product whether expressly or by implication; thereafter the seller shall not be liable for the safety of the product and the buyer should therefore insure the product.
7. However, the seller shall retain ownership of the product until the seller has received payment in full for the product in accordance with the contract.
8. The seller will, to the best of its abilities, advise the buyer with respect to choice of packaging for the buyer's product and, on request, supply materials for testing. The buyer shall, however, be responsible for testing and choice of packaging unless otherwise agreed in writing.
9. The properties and values of the goods lie within certain tolerance zones. In consequence, no representation, warranty or condition is given that goods supplied are precisely identical to, or correspond with, any sample or test material that may have been supplied. The packaging shall be deemed to be delivered in accordance with the specifications set out on the front page of the order confirmation if its values are within the ordinary tolerance zones applicable in the industry or if it corresponds to any special quality specifications that may be agreed in writing. In particular the seller reserves the right to deliver within the following tolerances: quantity: =/- 10% (however, variations of +/- 100kgs shall always be permitted); thickness of material: +/- 8.5%; print in conformity with the customary standard of the industry. Minor deviations from the approved colour or press proofs will not entitle the buyer to price reduction or refuse acceptance.
10. The buyer shall observe the storage conditions specified by the seller in every respect. The buyer shall, before the packaging is used, carry out the appropriate testing of the packaging under realistic production conditions and shall suspend its use of the packaging immediately if the packaging is unsatisfactory.
11.Save in the circumstances referred to in condition 14, and section 12 sale of goods act 1979, the seller shall have no liability of any nature to the buyer for any loss or damage incurred or suffered by it howsoever caused arising directly or indirectly out of or in connection with the supply by the seller.
12. In the event that goods delivered fail to accord with the agreed specifications for them set out on the front page of the Order Confirmation with the tolerances set out in condition 7.2, the seller shall replace the goods in question or, at the seller's sole option, repay the price (where this has been paid) save that the seller shall be under no liability pursuant to this condition unless notice of the relevant defect or deficiency in goods delivered is given to the seller within six months of their receipt by the buyer and where appropriate, to the carrier of the goods within any time period stipulated by the carrier for notification of claims.
12.1 In the event that goods delivered fail to accord with the agreed specifications for them sent out on the front page of the order confirmation within the tolerances set out in condition 7.2 and such goods cause damage to property the seller shall be under no liability in respect of such damage unless notice of the relevant damage and its cost of repair is given within 12 months of the date of deliver of the relevant goods.
12.2 Goods sold ex-works are sold as seen with the buyer responsible for any and all quality issues. Full access shall be made available to inspect material prior to and subsequent loading. Any descrepancy as to quality or quanity shall be noted by way of a protest note by the buyer and passed to the seller prior to said vehicle departure from the premises. The seller to give written acknowledgement to this protest note prior to the goods leaving the premises.
13 Save as provided by condition 14, the seller shall in no circumstances be liable to the buyer for any loss of profit, loss of revenue, loss of goodwill, or any other indirect, financial or consequential loss or damage whatsoever suffered or incurred by the buyer howsoever arising. Save to the extent of the Seller's liability referred to in and up to the limits provided by condition 12.1 the buyer shall indemnify and hold harmless the seller in respect of all damages, costs, claims, expenses and liabilities whatsoever to which the seller is subject arising directly or indirectly out of or in connection with sales made by the buyer to third parties, or any use (whether by the buyer or any other person) of the goods.
14 Nothing in these conditions shall limit or exclude the liability of the seller in respect of loss or damage sustained by the buyer arising out of death or personal injury caused by negligence of the seller.
15 Save as provided by condition 9 and section 12 Sale of Goods Act 1979 and save for any fraudulent misrepresentation, all representations, warranties and conditions relating to goods supplied by the seller (including, but without limitation, as to the quality of the goods, their suitability or fitness for any particular purpose (whether or not such purpose has been made known to the seller) or their compliance with any samples or description) whether express or implied and howsoever made or arising are hereby excluded and the seller shall have no liability of any nature to the buyer in respect thereof, including any such untrue or misleading representation, warranty or condition, and so that the buyer's sole remedy is for breach of contract as provided in condition 9. In particularly, but without limitation, it is acknowledged by the buyer that no catalogue, technical schedule, price list or any product literature of the seller shall be deemed to constitute or contain any representation, warranty or condition relating to the goods.
16 Nothing in this condition is intended to prevent the seller using any know-how, skills or techniques that it acquires in discharging its obligations to supply goods to the buyer for any other purpose.
17 If the buyer has a petition presented or a meeting is convened for its winding-up or for a bankruptcy or administration order to be made or if a trustee or administrative or other receiver is appointed in respect of all or any part of its assets or any distress or any form of execution is levied or enforced upon or sued out against any such assets or if it is unable to pay debts within the meaning of section 123(1) insolvency Act 1986 or proposes or makes any composition or arrangement with the creditors or carries out or suffers any similar action in consequences of debt or carries out or undergoes any analogous acts or proceedings under foreign law or commits a material breach of its obligations to the seller shall be entitled (without prejudice to any other rights it may have) to suspend delivery of goods ordered by the buyer and/or (at the seller's option) to terminate the agreement.
18 The seller reserves the right at any time prior to payment for the goods to adjust the price set out on the front page of the order confirmation to take account of any currency fluctuations or to take account of any material increase in the cost of raw materials.
18.1The agreement and dispute, proceeding, or claim of whatever nature arising out of or in any way relating to the agreement or its formation shall be governed by construed in accordance with English law.
18.2 The seller and the buyer irrevocably agree that Courts of England shall have exclusive jurisdiction to hear and decide any suit, action or proceedings and/or settle any dispute which may arise out of or in connection with the agreement and for these purposes each party purposes each party irrevocably submits to the jurisdiction of the Courts of England.
