1 .CONDITIONS APPLICABLE
1. These conditions shall apply to all contracts for the sale of goods by the Seller to the Buyer to the exclusion of all other terms or conditions including which the Buyer may purport to apply under any purchase order confirmation or similar document.
2. All orders for goods shall be deemed to be an offer by the Buyer to purchase goods pursuant to these conditions.
3. Acceptance of delivery of the goods shall be deemed conclusive evidence of the Buyers acceptance of these conditions.
4. Any variation to these conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.

2. PRICE AND PAYMENT
1. The price is exclusive of V.A.T is that which is set out in the current price list ruling at the date of delivery.
2. Payment of the price and V.A.T shall be due within 30 days of the date of the invoice and time for payment shall be of the essence.
3. Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at the rate of 2.5% per month shall accrue at such a rate after as well as before any judgement in addition to all other losses and expenses which will be due and payable from the Buyer.

3. EXCLUSION OF LIABILITY All item and conditions and warranties (whether implied or made expressively) whether by the Seller or its servants or agents or otherwise (other than those express warranties set out in the current edition of the sellers specification) relating to quality and or fitness for purpose of the goods or any of the goods are excluded except that the Seller will replace, free of charge any item which in the Sellers opinion demonstrates within twelve months a defect in material or workmanship. The Buyer shall inspect the goods on delivery and shall within forty eight hours of delivery notify the Seller in writing of any alleged defect shortage in quantity damage or failure to comply with description or sample or misrepresentation negligence breach of any item of condition or otherwise. If the Buyer wishes to exclude these limitations then a significantly higher price will be charged and the limitations relaxed. The Buyer is advised to consider obtaining insurance against the risk of loss in the event of the Sellers goods might be defective.

4. DELIVERY Free delivery to UK mainland only. Risk on goods shall pass to the Buyer on delivery and in the UK delivery shall be around floor entrances only. The driver making delivery will be unaccompanied and the Buyer is required to provide free assistance unloading goods upon delivery. The Seller shall not be responsible for delay in the delivery of goods and the Buyer is hereby specifically notified that at peak periods delay may occur.

5. PROPERTY
1. In spite of delivery having been made property in the goods shall not pass from Seller until:
1.1 The Buyer shall have paid the price plus V.A.T in full: and
1.2 No other sums whatever shall be due from the Buyer to the Seller
2. Until property in the goods passes to the Buyer in accordance with sub clause 1 above the Buyer shall hold the goods and each of them on a fiduciary basis as bailee for the Seller. The Buyer shall store the goods (at no cost to the Seller) separately from all other goods in its possession and marked in such a way that they are clearly identified as the Sellers property.
3. Notwithstanding that the goods or any of them) remain the property of the Seller the Buyer may sell or use the goods in the ordinary course of the Buyers business at full market value for the account of the Seller. Any such sale or dealing shall be a sale or use of the Sellers property by the Buyer on the Buyers behalf and the Buyer shall deal as principle when making such sales or dealings. Until property of the goods passes from the Seller the entire proceeds of sale or otherwise shall be held in trust for the Seller and shall not be mixed with other money or paid into any overdrawn bank account and shall be at all material times identified as the Sellers money.
4. The Seller shall be entitled to recover the price (plus V.A.T) notwithstanding that the property in any of the goods has not passed from the Seller
5. Until such time as the property in the goods passes from the Seller the Buyer shall upon request deliver up such of the goods as have not ceased to be in existence or resold to the Seller. If the Buyer fails to do so the Seller may enter upon any premises owned occupied or controlled by the Buyer where the goods are situated and repossess the goods. On the making of such request the rights of the Buyer under clause 3 shall cease.
6. The Buyer shall not pledge or in any way charge by way of security for any indebtedness any of the goods which are the property of the Seller. Without prejudice to the other rights of the Seller, if the Buyer does so all sums whatever owing by the Buyer to the Seller shall forthwith become due and payable. 7. The Buyer shall insure and keep insured the goods to the full price against “all risk” to the reasonable satisfaction of the Seller until the date that the property in the goods passes from the Seller, and shall whenever requested by the Seller produce a copy of the policy of insurance. Without prejudice to the other rights of the seller, if the Buyer fails to do so all sums whatever owing by the Buyer to the seller shall forthwith become due and payable.

6. ASSIGNMENT
The Seller may assign or sub let this contract at any time and in its absolute discretion.

7. AMMENDMENTS TO THE CONTRACT
Any amendment or revision to an order shall not be binding on the Seller until such time as it is confirmed by the Seller and an adjustment price agreed. In the event of delay or suspension of work caused by the Buyers instructions or the lack of instruction on any matter within the Buyers control interest shall run on a day to day basis at the rate of 2.5% per month on the full purchase price.

8. CANCELLATION
The Seller may cancel this contract at any time before the goods are delivered by giving written notice. On giving such notice the Seller shall promptly repay to the Buyer any sums paid in respect of the price. The Seller shall not be liable for any loss of damage whatever arising from such cancellation.

9. INSOLVENCY If the Buyer fails to make payment for the goods in accordance with this contact of sale or commits any other breach of this contract of sale or if any distress or execution shall be levied upon any of the Buyers goods or if the Buyer offers to make any arrangement with its creditors or if any petition in bankruptcy is presented against the Buyer or the Buyer is unable to pay its debts as they fall due or if being a limited company any resolution or petition to wind up the Buyer ( other than for the purpose of amalgamation or reconstruction without insolvency) shall be passed or presented or if a receiver administrative receiver or manager shall be appointed over the whole or any part of the Buyers business or assets or if any petition for the appointment of an administrator is presented against the Buyer or if the Buyer shall suffer any analogous proceedings under foreign law all sums outstanding in respect of the goods shall become payable immediately. The Seller may in its absolute discretion and without prejudice to any other rights which it may have:
1. Suspend all future deliveries of goods to the Buyer and/ or terminate the contract without liability upon its part:
and/or
2. exercise any of its rights pursuant to clause

10. THE LAW All contracts are the subject of the law of England and Wales.