Terms & Conditions (Rev 3)

Contract Definition

‘The seller' means High-Tech Engineering Ltd.
‘The buyer' means the person, business or any other party with whom the seller is contracted to supply.
‘The goods' mean the items that the seller has contracted to supply to the buyer in accordance with these conditions.
‘The services' mean the services that the seller has contracted to carry out for the buyer in accordance with these conditions.
‘The contract' means any contract that the seller has made with the buyer to provide goods or services.
‘The Supplier' means the person, business or any other party whom is contracted to supply goods or services to the seller.
‘Key Suppliers' means suppliers of Raw Material, Fasteners, Calibration Services and Sub-Contract Services.

Exlusions

Unless otherwise agreed in writing by the seller these conditions apply to the exclusion of any conditions stipulated by the buyer during negotiation, or in any order.

Quotations

Any quotation made by the seller shall not be binding until the seller has accepted an order for the quoted goods.
The contract then made between the seller and the buyer will then be subject to these conditions.
Except where mentioned later in these conditions no representative of the seller has the right to agree any other terms inconsistent with them,
except with the written permission of a Director.

Prices

The seller will guarantee any price quoted for goods or services for a maximum of 30 days from the quotation date.
After this time the goods or services will be re-quoted.
All quotations are exclusive of any applicable value added tax; this will be added on invoicing.
All items may be subject to a minimum order line charge of £500.

Orders

The buyer is responsible for the accuracy of any order including correct description of the items to be ordered.
This information may include, but is not limited to, drawings, samples and standards.
Where goods are ordered to the buyers specifications, the buyer will indemnify the seller against any infringement of intellectual property rights including,
but not limited to patent, trademark, copyright, and any loss that the seller may incur due to such infringement worldwide.
All orders for goods or services to the buyer's specifications are to be confirmed in writing to the seller before the contract is made.
When such an order has been placed the seller will not accept cancellation.

Sub-Contracted Work and Suppliers

In many instances, the seller will subcontract work or services to a supplier where the seller is unable to carry out specified service(s) in house.
It will be seller's responsibility to approve Key supplier's based on the supplier providing the seller with a valid BSI/ISO 9001/9100 certificate, or by means of an onsite audit carried out by a quality representative of the seller.
The seller, its customers and relevant regulatory bodies shall have right of access to Key supplier's premises and records, and those of their suppliers in order to verify compliance to purchase orders and their related requirements. This requirement shall continue for the life of any System in which an item is used.

The seller's quality requirements are as follows:

The supplier must process all orders in accordance with these terms & conditions and as specified on the purchase order. A copy of the buyer's drawing will be provided to the supplier where possible to clearly flow down the buyer's requirements. When dealing with Key supplier's, the seller may provide the supplier with a sub-contract processing sheet. The supplier must process the goods in accordance with this sub-contract processing sheet.
The supplier must contact the seller if any aspect of the contract is considered ambiguous.
When requested, the supplier must provide the seller with a certificate of conformity, material certificate and any other requested documentation.
In the event of a non-conformance report being raised on the Key supplier, the supplier must carry out a root cause analysis outlining the cause of the failure and a corrective action report specifying how the Key supplier will prevent the failure from happening again. These requirements must be provided to the seller within 14 days of receipt of the non-conformance report.
In the event of a process at the Key supplier being found to be non-conforming, through audit or otherwise, the Key supplier shall establish whether any product non-conformance has resulted and control any such non-conformance, immediately informing the seller of any product already released.
Key supplier's will be monitored for on time in full and quality performance.
The supplier must suitably package goods to avoid possible damage during transportation.
If necessary, the supplier must comply with REACH legislation and provide associated information and documentation to the seller when requested.

Delivery

The seller will deliver the goods to the buyer by the most convenient and economical method.
If the buyer specifies an alternative delivery method for any reason, this is to be agreed in writing with the seller, as an additional delivery charge will be likely.
The seller will deliver to the address specified by the buyer.
If no address is specified, the seller will deliver to the buyer's normal address.
If the seller is requested by the buyer to deliver to a third party, a charge will be made by the seller for this service.
The seller will endeavor to deliver the goods and services ordered within a reasonable time,
or within the time stated in quotation.
The seller cannot be responsible for delays due to circumstances beyond its control.
Also, quoted times are only estimates given in good faith and the seller will not be responsible for failure to deliver within a quoted (estimated) time.
If goods are to be delivered in installments each installment will constitute a separate contract.
Failure to deliver any installment on time will not affect contracts for other installments.

Payment

Buyers who do not have an account with the seller will be invoiced on a pro-forma basis.
It is the seller's policy that all new buyers pay for their first order on this basis.
Terms of payment, unless otherwise agreed with the buyer will be no later than 30 days after the date of invoice.
If payment is not made by the buyer, within the time requested by the seller, and there is no dispute between the buyer and the seller
causing withholding of payment the seller reserves the right to take the following actions:-

(a) Suspend supplies of goods and services to the buyer until the buyer has paid the outstanding amounts.

(b) Revoke credit facilities and any discounts offered for habitually late payment.

(c) Instruct the seller's debt collectors to take action to recover outstanding amounts as well as interest and costs.

Note: - If a payment is in dispute it does not entitle the buyer to withhold payment for any other invoices due for payment for the relevant month.

All goods supplied to the buyer by the seller remain the property of the seller until paid for in full by the buyer.

Collections

If goods are to be collected from the seller's premises, the seller will advise the buyer when the order is ready.
The Buyer will have 7 days to collect listed items.
After these times, goods will be returned to stock, or may be sold to an alternative buyer.

Liabilities

If the buyer takes delivery of goods ordered from the seller and finds any discrepancy between the delivery documents and the goods received, for any reason,
he/she must advise the seller of the discrepancy within seven days.
If the buyer suspects that a consignment from the seller has been lost in transit he/she must advise the seller as soon as possible.
The seller's liability will be limited to replacing or repairing lost or damaged goods.
The seller will not be liable for any consequential loss resulting from goods lost or damaged in transit.
The seller will be responsible for goods in transit until delivered to the buyer, except where delivery is postponed at the buyers' request.
The seller will also not be liable for any damage caused to any buyer's property left with the seller regardless of how it is caused.
If any goods supplied by the seller are found by the buyer to be defective, the buyer must inform the seller within 14 days of receipt of the goods,
in writing, of the nature of the defect.
This also applies to goods manufactured to the buyer's specifications, which the buyer deems are incorrect.
The seller's liability in such cases will be limited to replacing or repairing the defective or incorrect items.
The seller will not be responsible for any direct or consequential loss arising from such defective or incorrect goods.
Where goods are to be replaced by the seller, credit will be made for the original goods and a new invoice for the replacements.