ABG Purchase Order Terms and Conditions
1
No account will be recognised by us
unless covered by a written order from us on our official order form.
2
Unless otherwise agreed in writing the
goods ordered shall be delivered to the address stated at the seller’s
risk. The title and the property in the goods shall
pass to ABG when they are delivered to the address stated and they are signed
for by our servant or by an agent appointed by us, provided that a carrier
shall not be regarded as an agent for this purpose. No clause in any sales agreement which
purports to retain title in goods by the supplier until payment has been made
shall be recognised.
3
Where the purchase order is for the
processing of materials that are owned by ABG then ABG shall retain full title
to the original materials plus the added value of the reprocessing without
encumbrance from any third party. The
recipient of the purchase order shall insure the material for the full
value. The processor will not use ABG materials
for the purpose of satisfying his obligations to third parties.
4
Where the purchase order is for
origination of artwork, design, copy, etc. then the copyright in that work,
design, etc. will automatically pass to ABG upon payment by ABG for the items
purchased and acceptance of such payment will be deemed to be acceptance of
this term.
5
Unless otherwise agreed in writing the
price stated in our order shall include the cost of delivery to the address
stated and the costs of all inspections and tests which may be required by
us. All goods delivered pursuant to this
order shall be accompanied by a delivery note which shall be delivered together
with the goods at the address stated. A
copy of the signed delivery note shall be forwarded to our head office for all
deliveries made direct to site on our behalf.
Failure to do so will delay payment.
6
All goods supplied against any order
are to comply with the stipulated specification and are to be of the best
materials and workmanship and are to be to the entire satisfaction of
ourselves. All such goods supplied to
our order must comply with any statutory or other requirements imposed by
law. All goods supplied shall be
accompanied by any appropriate instructions for use and any particular stacking
and storage instructions. Access is to
be given by you to enable us to inspect the goods at all stages of manufacture
and to execute or to witness tests.
Where the purchase order is for the manufacture or supply of geotextiles
these shall be supplied in a clean dry condition free of all contaminants and
wrapped in opaque plastic film to protect from UV light. We reserve the right to return for full
credit or replacement any geotextile that fails to meet these requirements.
7
The seller shall undertake to commence
delivery at such time as we shall reasonably require and shall complete
delivery by the date fixed for delivery, unless otherwise agreed in writing
time is of the essence of the Contract and the dates fixed for delivery must be
exactly observed. In the event of delay
on the part of the seller in commencing or completing delivery we shall without
prejudice to other rights and remedies available to us be entitled to terminate
the Contract forthwith without further liability on our behalf by giving notice
in writing to the seller and the seller shall thereupon be responsible for the
costs and expenses incurred by us as a result of the delay and in obtaining
alternative supplies of goods. We
further reserve the right to refuse to accept delivery of and pay for goods
delivered after the required date.
8
We bring to your notice that if the
goods ordered are for incorporation into the works of a Main Contract named in
the order which is subject to liquidated damages for delay and delay in the
supply of goods could render us liable for liquidated damages for delay and/or
liable for damages for breach of contract, then if any such claim for delay
shall successfully be made against ABG Ltd and the delay giving rise to the
claim shall be attributable to the suppliers’ failure to deliver goods by the
date fixed for delivery, the supplier shall indemnify ABG Ltd against any such
claim.
9
The seller shall make good by
replacement or otherwise at our option any defects in the goods supplied and
shall bear the costs of any expenses incurred by us for the consequences of
such defects. We shall have the right to
assign to our customer the benefits of this warranty.
10
No increase in quantities or price in
respect of any goods supplied over the quantity or price stated in our order
shall be recognised unless that increase has been confirmed by our written
variation order.
11
The seller shall indemnify us in
respect of all claims against us in connection with the goods arising from any
actual or alleged infringement of any letters patent, registered design or
trade mark and any expense whatsoever incurred by us in connection therewith.
12
Before entering any premises or
contract site in order to perform the terms of any contract between us for the
supply of goods the seller shall provide and maintain in full force and effect
adequate Employers Liability Insurance and adequate Public Liability
Insurance. The seller and his employees,
agents and visitors enter such premises or site at their own risk and we will
accept no liability for any claims or losses whatsoever which are not
attributable to our negligence. The
seller shall fully and effectually indemnify us from or in consequence directly
or indirectly of such entry unless such claim, demand or liability shall be
attributable to our negligence.
13
The seller shall not sublet or assign
all or any part of this order without our written authority.
14
The seller shall comply with the
Consumer Protection Act 1987 - Health and Safety at Work Act 1974 - Control of
Substances Hazardous to Health Regulations 1988 and other such Acts. If any goods supplied fall within the
category of hazardous or dangerous materials the seller must provide to us and
ensure that the delivery advice contains full details of safe use, storage,
handling, disposal, etc. The seller
shall indemnify us against all losses, costs, damages incurred in connection
with a breach of this clause by the seller.
15
The quantities stated in the order may
be varied by us and the price shall remain fixed as stated unless a different
price is agreed by us. We are not
obliged by the Contract to take delivery of the full quantity or items stated
on the order and the seller shall not be entitled to any compensation. The order shall remain open and the prices
fixed for as long as we desire until complete.
16
Should the seller commit any default
or breach of contract then we may without prejudice to all our other rights
therefrom immediately determine the Contract and contract with others for the
supply of the goods. We shall not be
liable to the seller for any loss incurred by him as a result of such action.
17 The Contract should be governed and interpreted in accordance with English Law in an English Court.
18 The above conditions shall apply to all orders
placed by us. Any stipulations,
conditions or terms in the seller’s quotation or acceptance of our order which
conflict with any of the above conditions, or in any way qualify or negate the
same shall not apply to this contract.