1. General
These terms and conditions apply in preference to and supersede any terms and conditions referred to, offered or relied on by the seller whether in negotiation or at any stage in the dealings between the seller and the buyer. Without prejudice to the generality of the foregoing, the seller will not be bound by any standard or printed terms furnished by the buyer in any of its documents, unless the buyer specifically states in writing separately from such terms that it intends such terms to apply and the seller acknowledges such notification in writing.

2. Variation
Neither the buyer or the seller shall be bound by any variation, waiver of, or addition to these conditions except as agreed by both parties in
writing and signed on their behalf by authorised representatives.

3. Description
The description of the goods has been given by way of identification and the use of such description shall not constitute a sale by description.

4. Sample
Notwithstanding that a sample of the goods may have been exhibited to and inspected by the buyer, it is hereby declared that such sample was so exhibited and inspected solely to enable the buyer to judge for
himself the quality of the bulk, and not so as to constitute a sale by
sample.5. Liability(a) No liability whatsoever shall be incurred by the seller in respect of any representation made by the seller or his agents to the buyer or his agents before the contract where such representation related or referred in any way to(i) the correspondence of the goods to any description(ii) the quality of the goods(iii) the fitness of the goods for any purpose whatsoever
(b) No liability whatsoever shall be incurred by the seller to the buyer in respect of any express term of the contract, warranty or intermediate stipulation (including any liability arising from the breach of such term) where the said term relates in any way to(i) the correspondence of the goods to any description(ii) the quality of the goods(iii) the fitness of the goods for any purpose whatsoever
(c) Where the goods are sold under a consumer transaction (as defined by the Consumer Transaction (Restrictions on Statements) Order 1976 the statutory rights of the buyer are not affected by these conditions.6. Price
The price of the goods shall be the seller's quoted price or where no price has been quoted (or a quoted price is no longer valid) the price
listed in the sellerÕs published price list current at the date of acceptance of the Order. All prices quoted are valid for 14 days only or until earlier acceptance by the buyer, after which time they may be altered by the seller without giving notice to the buyer. Prices are exclusive of VAT and VAT will be charged at the rated notified by H.M. Customs and Excise as applicable to the goods supplied.7. Payment
Payment for goods supplied is due by the last day of the calendar month following the date of invoice.

8. Settlement DiscountA deduction of 2Þ % of the goods total only will be allowed if payment is received within 7 days of the date of invoice.9. Late Payment
If payment of the price or part thereof is not made by the due date, the seller, without prejudice to any other right or remedy available, shall be entitled:-(i) To charge interest (both before and after any judgement) on the
outstanding amount at the rate of 2% above the Barclays Bank base rate accruing daily until payment in full is made.(ii) To require payment in advance of delivery of undelivered goods(iii) To refuse to make delivery of any undelivered goods whether ordered under the contract or not without incurring any liability whatsoever to the buyer for non-delivery or any delay in delivery.(iv) To terminate the contract.

10 Deliveries to SitesIf so requested the seller will deliver goods direct to sites on behalf of the buyer. If the buyer fails to take delivery of the goods or fails to give the seller adequate delivery
instructions at the time stated for delivery (otherwise then by reason of any cause beyond the buyers reasonable control or by reason of the sellerÕs fault) then without prejudice to any other right or remedy
available to the seller, the seller may:-(i) store the goods until actual delivery and charge the buyer (including insurance) of storage or; (ii) sell the goods at the best price readily obtainable and (after
deducting all reasonable storage and selling expenses) account the buyer for the excess over the price of the goods or charge the buyer for any shortfall below the price of the goods.

11. Carriage ChargesThe seller will make special arrangements for the carriage of goods at the request of the buyer, but in this case the full cost of the carriage will be charged to the buyer.12. RiskThe risk in the goods will pass to the buyer at the time of delivery or, if the buyer wrongfully fails to take delivery of the goods, the time when the seller has tendered delivery of the goods.13. TimeThe seller undertakes to use the best endeavours to despatch the goods on the promised delivery date, but does not guarantee to do so. Time of delivery shall not be the essence of the contract unless
expressly so stipulated in writing.14. ShortageNo liability shall be incurred by the seller for short delivery of goods unless the buyer notifies the seller of any claim within 7 days of delivery of the consignment.15. PropertyNotwithstanding delivery and the passing risk in the goods, or any other provision of these conditions, the property of the goods shall not pass to the buyer until the seller has received in cash or cleared funds payment in full of the price of the goods and all other goods agreed to be sold by the seller to the buyer for which payment is then due.

16. Force MajeureIf delivery is delayed by strikes, lockouts, fire, accidents, defective
materials, delays in receipt of raw materials or bought-in goods or
components, or any other cause beyond the reasonable control of the seller a reasonable extension of time for delivery shall be granted and the buyer shall pay such reasonable extra charges as shall be
occasioned by the delay. The seller shall not in any event be liable to the buyer or be deemed in breach of the contract by reason of any delay in performing, or any failure to perform, any of the seller's obligations in relation to the goods if the delay or failure was due to any cause beyond the sellerÕs reasonable control.17. ReturnsThe seller will only accept return of goods by prior arrangement and will make a re-handling charge of 12Þ % of the price to cover expenses. Credit will only be given if the invoice number on which the goods were originally charged is supplied by the buyer.

18. LawThe contract shall be deemed to have been made in England and the parties to the contract hereby submit to the jurisdiction of the English courts. English law shall be the proper law of the contract.

19. Insolvency of the Buyer
In any of the following events, then, without prejudice to any other right or remedy available to the seller , the seller shall be entitled to cancel any contract or suspend any further deliveries under the contract without any liability .to the buyer, and if the goods have been delivered and not paid for, the price shall become immediately due and payable
notwithstanding any previous arrangements to the contrary:-(i) the buyer makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation otherwise for the purpose of amalgamation or reconstruction or;(ii) the encumbrancer takes possession, or a receiver is appointed of any of the property or any of the assets of the buyer or;(iii) the buyer ceases or threatens to cease, to carry on business or;(iv) the seller reasonably apprehends that any of the events mentioned above is about to occur in relation to the buyer and notifies the buyer accordingly.