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IN THESE CONDITIONS
“the Seller” means Hitachi Construction Machinery (UK) Limited
“the Purchaser” means the other party to the contract
“the Manufacturer” included the manufacture of any goods
2. THE CONTRACT
(A) No contractual obligation shall arise until the purchaser has sent to the seller an order for the goods specified in the quotation and the seller has dispatched to the purchasers address a written notification of his acceptance of the order. Until such notification is dispatched the seller may without incurring and liability revise or withdraw the quotation.
(B) Subject to the provision of the unfair contract terms Act 1977 the seller shall have no liability and purchaser shall not be entitled to any remedy in respect of any representation or statement made by or on behalf of the seller. And entering into the contract the purchaser acknowledges that it does rely on. And waives any claim for breach of any such representation was confirmed by the seller in writing.
(C) The seller should be under no liability. Nor shall the purchaser be entitled to any remedy. By reason of the provision of the misrepresentation act 1967 as amended except insofar as it is satisfied the requirement of reasonableness as stated in section 11(1) of the unfair contract terms 1977.
If before the manufacture of the goods (whether before or after the seller’s acceptance) the manufacture modifies their specification the modified specification shall be substituted for any specification in the quotation and:
(A) The purchaser shall accept the goods manufactured in accordance with the modified specification of the sellers obligation under the contract, and;
(B) The Purchase shall pay any increase in the manufactures price resulting from such modifications.
4. PRICE AND PAYMENT
(A) Unless otherwise stated in writing all quoted prices are for delivery to the place specified in the quotation.
(B) The Purchaser shall pay to the seller in addition to the quoted price;
(i) All packing costs.
(ii) All taxes duties and charges whatsoever imposed by any government or other authority and payable in respect or by any reason of the sale of the goods for any part thereof whether or not the same were payable at the date of quotation and including (without prejudice the generality of the foregoing) charges for import, export or currency licences. Turnover or purchase taxes and duties of customs and excise.
(iii) The amount of any increase in the cost to the seller of supplying or delivering the goods or any part thereof occurring after the date of quotation (including before and after the creation of the contract) for any reason whatsoever including (without prejudice to the generality of foregoing) changes in the manufacture prices, rates of exchange, landing charges and port duties and the cost of carriage, insurance and handling.
(iv) Any increase in the cost to the Seller arising from delivery of the goods to a place at a time or in a manner other than specified in the quotation resulting from any request made by the purchaser or any other reason whatsoever beyond the control of the seller.
(v) Any excess over the amount allowed by the Seller in quoting the price actually incurred by the seller in respect of freight and insurance to or port dues or handling charges at any port to which the goods are to be shipped which is not regularly served without trans-shipment by a line of steamers, and;
(vi) Any excess over the amount allowed by the seller in quoting the price for supplying or delivering the goods where such excess results from error or omission on the part of the seller it servants or agents affecting the price or its calculation.
(C) Time for payment of the goods is the essence of the contract and the price shall be paid by the purchaser to the seller in full within seven days of the delivery notification and the purchaser shall not be entitled to withhold payment or make any deduction from the price in respect of any set-off our counterclaim.
(D) If the purchaser fails to pay the purchase price as aforesaid the seller shall be entitled (without prejudice to any other right there under);
(i) To charged interest thereon from the date when due until payment at a rate of 5 percent per annum above Barclays bank PLC base lending rate for the time.
(ii) To give the purchaser written notice that the seller intends to resell the goods within a stated period being not less than seven days. Of the purchaser fails within that period to the purchase price (and interest thereon) the seller shall be entitles to resell the goods and shall be released from all obligations under the contract and the purchaser shall pay to the seller.
(a) Charger for the incidental to the storage and handling of the goods until there delivery under the resale.
(b) Interest on the purchase price of the good from the date when due until payment under the resale at the rate of 5 percent per annum above the Barclays bank PLC for the time being force.
(c) The excess of any expenses incurred by the seller in making delivery under the resale over such expenses as would have been incurred by the seller hereunder, and;
(d) Any other losses or expenses incurred by the seller as a result of or arising from the purchaser failure to pay the price within the stated period.
(A) Unless otherwise stated in writing the time for delivery shall run from the date of the seller’s acceptance of the order and the purchaser shall take delivery of the goods within seven days of notification from the seller that the goods are ready for delivery. The seller shall be under no obligation to make deliveries before payment of the purchase full price.
(B) If the purchaser fails to take delivery in accordance with this condition the purchaser shall pay the seller all storage and handling costs arising from the delay.
(C) Time or date of delivery is not the essence of the contract and any time or date specified by the seller as the time at which of the date on which the goods will be delivered is given with the intention of being an estimate only. The seller shall not be liable for any loss, damage or expense howsoever arising from such time as delivery beyond the estimate the estimated time of delivery.
(D) If the seller is prevented (directly or indirectly) from making delivery of the good or any parts thereof by reason of the acts of God, war, strikes, lockouts, trade disputes, fire, breakdowns, interruptions of transport, government action or any course whatsoever (whether or not of the like nature to these specified above) outside its control seller shall be under no liability whatsoever to the purchase and shall be entitled at its option (to be notified to the purchaser in writing) either to cancel this contract or extend the time of its performance.
(E) Unless otherwise states in writing the seller shall be entitled to make partial deliveries and to determine the route and manner of the delivery of the goods and shall for the purpose of section 32(2) of the sale of goods act 1979 be deemed to have the purchasers authority to make such contract with any carrier that the seller shall deem reasonable.
If it is necessary for the fulfilment of the contract:
(i) For the purchaser to hold or obtain any import, export, currency or any other license, consent or authority the purchase shall be obliged to obtain the same, or;
(ii) For the seller to hold or obtain any such license, consent or authority the seller shall apply for the same but if the same is refused the contract shall forth with come to an end and neither the seller nor the purchase shall be under any liability in respect thereof.
7. PASSING OF PROPERTY, RISK AND INSURANCE
(A) (i) Not withstanding delivery of goods or any part thereof has been made to the purchaser unless otherwise agreed in writing or until the seller otherwise in writing notifies the purchaser, the goods shall continue to be in the ownership of the seller until the purchaser has paid for them in full and made any other payments due to the seller under the contract or any other contract with the seller.
(ii) For such time as the goods are any part thereof shall remain in the ownership of the seller as provided by condition 7(A) hereof the purchaser shall store the same on its premises in such a way to keep them clearly identified as being the property of the seller and will take such care of them as is the goods were the purchasers own property and will adequately insure them at the expense of the purchase and with an endorsement of the said policy of insurance the sellers interest in the goods and the said policy of insurance shall be available for inspection by the seller on its demand.
(iii) On Failure by the purchaser to pay for the goods, in whole or in part on the due date, or if at any time any of the events referred to in condition 7(A)(iv) hereof occurs, the seller on its demand.
(iv) If the purchaser defaults or commits and breach of its obligation to the seller or ceases to carry on its business or a substantial partly thereof, or if any distress or execution is levied on any of the purchasers property or if the purchaser makes or offers to make any arrangement or composition with creditors (including without limitation any corporate voluntary arrangement or individual voluntary agreement) or has a bankruptcy petition issued or bankruptcy order made against the purchaser, or any resolution or petition to win up the purchasers business is presented or passed, or a receiver is appointed in respect of any of the purchaser undertaking property’s or assets, or any part thereof or any petition is present for an administration order or if the purchaser creates any lien, pledge, mortgage, change or other encumbrance in respect of the goods (or purports to do so) or any analogous events occur in a territory applicable to the purchaser then the seller may without prejudice to any other rights it may have, exercise those rights conferred on it by conditions 7(A)(iii) hereof.
(v) Notwithstanding that delivery may not have taken place and the property of the goods has not passed to the purchaser, the seller shall be entitled to recover the price in full if not paid within the stated payment period.
The goods are at the purchasers risk from the occurrence of the first time of either of the following event;
(i) The passing of property to the purchaser, or;
(ii) The physical delivery of goods to the purchaser.
The seller shall be under no obligation to give the purchasers notice referred to in section 32(3) of the sale of goods act 1979.
8. WARRANTIES AND CONDITIONS
(A) The Seller use its reasonable endeavours to furnish to the purchaser as soon as practicable after acceptance of the order copies of all guarantees, warranties and indemnities given or offered by the manufacture of the goods or any part thereof.
(B) Save as aforesaid the seller shall not be under no liability whatsoever (including without prejudice to the generality of the foregoing, any liability in tort of for consequential loss, damage, or injury of any kind) of for any defects in, or unsuitability for any purpose of the goods or any part thereof howsoever arising and all inconsistent with the provision of this condition are hereby expressly excluded insofar as is permitted by the provision of the sale of goods act 1979 and the unfair trade terms act 1977.
(C) The provision of the civil liability (contribution) act 1978 are expressly excluded and neither the purchaser nor the seller shall be entitled to claim a contribution from the seller or the purchaser respectively under the provisions of the civil liability (contribution) act 1978 n respect of any loss or damage for which the purchase or seller become liable to another person whether jointly with the seller or the purchaser respectively or otherwise in respect of the goods of any part thereof which are the subject matter of the contract to which these conditions are attached.
(D) Where the goods are sold under a consumer transaction (as defined by consumer transactions (restrictions on statement) order 1976) the statutory rights of the purchaser are not affected by these conditions.
9. PROPER LAW
This contract shall be construed and governed in all respected by English law and unless stated in writing goods shall not be required to comply with any provision of any other law. All disputes arising under or relating to this contract shall be subject to the jurisdiction of the Courts of England.
10. RETURNS POLICY
Special order parts cannot be returned for credit, good correctly supplied will only be accepted for credit at the discretion of the management in which case a handling charge may be applied. Goods must be in original conditions and you must contact your local Hitachi Construction Machinery (UK) Limited depot to obtain confirmation that the goods can be accepted for return in advance of shipping. Any goods returned without prior agreement will be returned to the purchaser.
“All of our products are provided from manufactures who are held in great esteem and enjoy unparalleled reputation for quality. Whoever, they may be in areas not operating independently assessed quality systems to extent that this is being applied in the HM Group, (Heavy Machinery Group) Thus, unless specifically requested by the customer on their order good may not necessarily come from sources independently assessed to ISO 9001/9001”.