Warranties and Liability. 9.1 The Seller warrants that the Goods supplied will at the time of delivery correspond to the description given by the Seller. 9.2 The Seller warrants to the Customer that all of the Goods supplied hereunder will for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where: 9.2.1 the Goods have been altered in any way or have been subjected to misuse or unauthorised repair; or 9.2.2 parts, materials or equipment not manufactured by the Seller; or 9.2.3 the Goods have been improperly installed, erected or connected; or 9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or 9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or 9.2.6 the total Price for the Goods has not been paid by the due date; or 9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period. 9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT: 9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery; 9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and 9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials. 9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law. 9.5 The Customer shall indemnify, defend and hold harmless the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability to the extent that it is based on any breach of the Seller's warranty in Clause 9.2) as a result of or in connection with any claim made against the Seller by a third party in respect of any matter caused by the Customer or for which liability has been assumed by the Customer.
Appears in 2 contracts
Sources: Standard Conditions of Sales and Hire, Sales Agreement
Warranties and Liability. 9.1 The 12.1 If the Seller warrants that is not the Goods supplied will at manufacturer of the time of delivery correspond Goods, the Seller shall use best endeavours to transfer to the description Company the benefit of any warranty or guarantee given by to the Seller.
9.2 The 12.2 Subject to Clause 12.3 below, the Seller warrants to the Customer Company that the Goods and/or Services will be free from all defects in design, materials and/or workmanship for a period of at least 12 months from:
12.2.1 in the case of Goods, the date of delivery of the Goods supplied hereunder will for a fixed period to the Company; and/or
12.2.2 in the case of six (6) months Services, the date of completion of the performance of the Services.
12.3 Subject to clause 12.4, the Seller shall have no Liability under the warranty in Clause 12.2 above in respect of:
12.3.1 any defect in the Goods and/or Services arising from the Delivery Date be Seller's compliance with any instructions and/or Specification supplied and/or approved by the Company;
12.3.2 any faults and/or defects caused by wilful damage or misuse on the part of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 the Company.
12.4 Nothing in these Terms and Conditions shall not apply wherelimit or exclude either party’s liability for:
9.2.1 12.4.1 death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
12.4.2 fraud or fraudulent misrepresentation;
12.4.3 breach of the terms implied by the Sale of Goods have been altered in any way or have been subjected to misuse or unauthorised repair▇▇▇ ▇▇▇▇ and/or the Supply of Goods and Services ▇▇▇ ▇▇▇▇;
12.4.4 defective products under the Consumer Protection ▇▇▇ ▇▇▇▇; or
9.2.2 parts, materials 12.4.5 any matter in respect of which it would be unlawful for either party to exclude or equipment not manufactured restrict liability.
12.5 If any of the Goods and/or Services are defective and are covered by the Seller; or
9.2.3 warranty in Clause 12.2 above the Seller shall at the Company's sole option either repair the Goods have been improperly installed, erected or connected; or
9.2.4 supply replacement Goods and/or Services or refund the Customer price which has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 Company for the remaining unexpired term defective Goods and/or Services.
12.6 Such repair, replacement or refund shall be provided by the Seller within 14 days of the six (6) months periodSeller being notified of the defect.
9.3 In the event of a breach of Clause 9.212.7 Subject to clause 12.4, the Company's Liability to the Seller at its own option, and without prejudice under this Contract shall not exceed the amount payable by the Company to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance respect of the delivery;
9.3.2 relevant order to which the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materialsclaim relates.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, quality or condition of 12.8 The Seller shall indemnify and keep indemnified the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law.
9.5 The Customer shall indemnify, defend and hold harmless the Seller Company in full against any and all lossLiability (including legal costs on a full indemnity basis) awarded against, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability to and/or suffered by the extent that it is based on any breach of the Seller's warranty in Clause 9.2) Company as a result of or in connection with:
12.8.1 breach of any warranty given by the Seller in relation to the Goods and/or Services;
12.8.2 any claim that the Goods infringe or their importation, use or resale infringes the patent, copyright, design right, trade ▇▇▇▇ or other intellectual property rights of any other person except to the extent that the claim arises from compliance with any claim made against Specification supplied and/or approved by the Company;
12.8.3 any act or omission of the Seller by a third party or its employees, agents or permitted sub-contractors in respect supplying, delivering and/or installing the Goods; and/or Spirotech SRD Group Limited Terms and Conditions of Purchase
12.8.4 any act or omission of any matter caused by of the Customer or for which Seller's personnel in connection with the performance of the Services.
12.9 The Company shall be entitled to demand the Seller to hold liability has been assumed by insurance at a specified minimum amount and the CustomerSeller shall provide to the Company on demand full particulars of all relevant insurance held as well as proof of payment of the then current premium.
Appears in 2 contracts
Sources: Terms and Conditions, Terms and Conditions
Warranties and Liability. 9.1 The Seller (a) Subject to the following provisions, the Company warrants that the Goods supplied Products will correspond with their specification at the time of delivery correspond to the description and will be free from defects in material and workmanship for a period of three months from delivery.
(b) The above warranty is given by the Seller.
9.2 The Seller warrants Company subject to the Customer that all following conditions:-
(i) the Company shall be under no liability in respect of any defect in the Products arising from any drawing, design or specification supplied by the Customer;
(ii) the Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company instructions (whether oral or in Writing), misuse or alteration or repair of the Goods supplied hereunder will Products without the Company’s approval;
(iii) the Company shall be under no liability under the above warranty (or any other warranty, condition or guarantee) if the total price of the Products has not been paid by the due date for a fixed period of six payment;
(6iv) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall above warranty does not apply where:
9.2.1 the Goods have been altered in any way or have been subjected extend to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 Company in respect of which the Customer has failed shall only be entitled to observe the benefit of any technical instructions issued such warranty or guarantee as is given by the Seller including without limitation any maintenance requirements relating manufacturer to the Goods; orCompany.
9.2.5 (c) Subject as expressly provided in these Terms, and except where the Customer has failed Products are sold to notify the Seller of any defect of suspected defect a person dealing as a consumer (within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term meaning of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials.
9.4 Save as expressly referred to aboveUnfair Contract Terms Act 1977), all other warranties, conditions or other terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law.
9.5 The (d) Where the Products are sold under a consumer transaction (as defined by the Consumer Transaction (Restrictions on Statements) Order 1976) the statutory rights of the Customer shall indemnify, defend and hold harmless are not affected by these Terms.
(e) A claim by the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability to the extent that it Customer which is based on any breach defect in the quality or condition of the Seller's warranty Products, with the exception of breakage (see 6 (f) below), or their failure to correspond with specification shall (whether or not delivery is refused by the Customer) be notified to the Company within seven days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within seven days after discovery of the defect or failure. If delivery is not refused, and the Customer does not notify the Company accordingly, the Customer shall not be entitled to reject the Products and the Company shall have no liability for such defect or failure, and the Customer shall be bound to pay the price as if the Products had been delivered in Clause 9.2accordance with the Contract.
(f) as Goods supplied are fragile and must be opened and inspected within 48 hours of delivery to the Customer to check for breakages. No claim for breakage will be considered unless this is notified to the Company and the fact of breakage reported to the Company within 48 hours of delivery. The Company will require photographic evidence of breakage and details of the handling of good at the Customer’s premises.
(g) Where a result valid claim in respect of any of the Products which is based on a defect in the quality or condition of the Products or their failure to meet specification is notified to the Company in accordance with these Terms, the Company may replace the Products (or the part in question) free of charge or, at the Company’s sole discretion, refund to the Customer the price of the Products (or a proportionate part of the price), in which case the Company shall have no further liability to the Customer.
(h) Except in respect of death or personal injury caused by the Company’s negligence, or liability for defective products under the Consumer Protection Act 1987, the Company shall not be liable to the Customer by reason of any representation (unless fraudulent) , or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for loss of profit or for any indirect, special or consequential loss or damage, costs, expenses or other claims for compensation whatsoever ( whether caused by the negligence of the Company, its employees or agents or otherwise) which arise out of or in connection with the supply of the Products (including any claim made against delay in supplying or any failure to supply the Seller by a third party Products in respect of any matter caused accordance with the Contract or at all) or their use or resale by the Customer and the entire liability of the Company under or for which liability has been assumed by in connection with the CustomerContract shall not exceed the price of the Goods, except as expressly provided in these Terms.
Appears in 1 contract
Sources: Sale Terms
Warranties and Liability. 9.1 The Seller 13.1 Subject to the conditions set out below the Supplier warrants that the Goods supplied Products will correspond with their specification subject to such tolerances as are reasonable and as are normally accepted in the trade and will be free from defects in material and workmanship at the time of delivery correspond to the description delivery.
13.2 The above warranty is given by the Seller.
9.2 The Seller warrants Supplier subject to the Customer that all of the Goods supplied hereunder will for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply wherefollowing conditions:
9.2.1 13.2.1 the Goods have been altered Supplier shall be under no liability in any way or have been subjected to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller respect of any defect in the Products arising from any drawing, design or specification supplied by the Buyer:
13.2.2 the Supplier shall be under no liability in respect of suspected any defect within arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the time limit stipulated Supplier’s instructions (whether oral or in these Conditions; orwriting), misuse or alternation or repair of the Products without the Supplier’s approval.
9.2.6 13.2.3 the Supplier shall be under no liability under the above warranty (or any other warranty, condition or guarantee) if the total Price price for the Goods Products has not been paid by the due date; ordate for payment.
9.2.7 13.2.4 the Goods above warranty does not extend to Products not manufactured by the Supplier, in respect of which the Buyer shall only be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to the Supplier.
13.3 Subject as expressly provided in these Conditions, and except where the Products are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on sold to a person dealing as a consumer (within the same terms as stipulated in this Clause 9.2 for the remaining unexpired term meaning of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials.
9.4 Save as expressly referred to aboveUnfair Contract Terms Act 1977), all other warranties, conditions or other terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law.
9.5 The Customer shall indemnify, defend and hold harmless 13.4 Where the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred Products are sold under a consumer transaction (but excluding any liability to as defined by the extent that it Consumer Transactions (Restrictions on Statements) Order 1976) the statutory rights of the Buyer are not affected by these Conditions.
13.5 Any claim by the Buyer which is based on any breach defect in the quality or condition of the Seller's warranty Products or their failure to correspond with specification or lot sample provided shall (whether or not delivery is refused by the Buyer) be notified to the Supplier within 30 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection). If delivery is not refused, and the Buyer does not notify the Supplier accordingly, the Buyer shall not be entitled to reject the Products and the Supplier shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Products had been delivered In accordance with the Contract.
13.6 Any claim by the Buyer which is based on short delivery or non-delivery shall be notified to the Supplier in Writing (in the case of short delivery) within 7 days of delivery and (in the case of non-delivery) within 30 days of receipt by the Buyer of the Supplier’s Invoice for the Products which the Buyer claims have not been delivered. If the Buyer does not notify the Supplier accordingly the Buyer shall not be entitled to reject any Products that have been delivered and the Supplier shall have no liability for such short delivery or non-delivery.
13.7 Where any valid claim in respect of any of the Products which is based on any defect in the quality or condition of the Products or their failure to meet specification is notified in writing to the Supplier in accordance with these Conditions, in particular Clause 3.6 and Clause 9.2; the Supplier shall be entitled to replace the Products or (refund to the Buyer the price of the Products if agreed in writing and if there is no replacement available) as (or a result proportionate part of the price), but the Supplier shall have no further liability to the Buyer.
13.8 Except in respect of death or personal injury caused by the Supplier’s negligence, the Supplier shall not be liable to the Buyer by reason of any representation, or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract for any consequential loss or damage (whether for loss of profit or otherwise) costs, expenses or other claims for consequential compensation whatsoever(and whether caused by the negligence of the Supplier, its employees or agents or otherwise) which arise out of or in connection with any claim made against the Seller by a third party in respect supply of any matter caused the Products or their use or resale by the Customer or for which liability has been assumed by the CustomerBuyer, except as expressly provided in these Conditions.
Appears in 1 contract
Sources: Supply Agreement
Warranties and Liability. 9.1 The Seller warrants to the Buyer that the Goods supplied will at Goods;
(a) Will be free from material defects in design, material and workmanship;
(b) Will materially correspond with any relevant description in the time of delivery correspond Agreement, Specification or sample; and
(c) Will comply with all statutory requirements and regulations relevant to the description given by the SellerGoods.
9.2 The Seller warrants to the Customer Buyer that all the Services will be performed by appropriately qualified and trained personnel, with due care and diligence and to such a standard of quality as it is reasonable for the Buyer to expect in the circumstances.
9.3 If any Goods and/or Services are not supplied or performed in accordance with the Agreement, then the Seller shall at its election either repair the Goods and/or supply replacement Goods or Services in accordance with the Agreement within 14 (fourteen) days of the Seller inspecting, testing or otherwise verifying the condition of the Goods supplied hereunder will and/or Services.
9.4 The Seller shall not be liable for a fixed period breach of six (6) months from any of the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause warranties in condition’s 9.1 and 9.2 shall not apply whereunless:
9.2.1 (a) The Buyer gives written notice of the defect to the Seller, and (if the defect is as a result of damage in transit) to the carrier, within 7 (seven) days of the time when the Buyer discovers or ought to have discovered the defect; and
(b) The Seller is given a reasonable opportunity after receiving such notice to examine the Goods have been altered in any way or have been subjected and the Buyer (if asked to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured do so by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 returns such defects are found goods to the Seller’s reasonable satisfaction place of business at the Buyer's cost for the examination to have arisen solely from the Seller’s faulty design, workmanship or materialstake place there.
9.4 Save 9.5 The Seller shall not be liable for a breach of any of the warranties in condition’s 9.1 and 9.2 if the defect arises as expressly referred to abovea result of any act or omission on the part of the Buyer or its sub-contractors, all other agents, officers or employees.
9.6 All warranties, conditions or and other terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded (except for the conditions implied by Section 12 of the Sale of Goods Act 1979 and/or Section 2 of the Supply of Goods and Services Act 1982) are, to the fullest extent permitted by law, excluded from this Agreement.
9.5 9.7 Nothing in this Agreement excludes or limits the liability of either Party for:
(a) Death or personal injury caused by the Seller’ negligence;
(b) Fraud;
(c) Liability which cannot be excluded or limited under applicable law.
9.8 Subject to condition’s 9.6 and 9.7:
(a) The Customer shall indemnify, defend and hold harmless total liability of the Seller and / or Buyer in full against all lossAgreement, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the performance or contemplated performance of the Agreement shall be limited to the Price; and
(b) The Seller and / or Buyer shall not be liable for any indirect or any consequential loss or damage (whether for loss of profit, loss of business, depletion of goodwill or otherwise), costs, damages, charges, expenses and or other liabilities awarded against or incurred claims tor consequential compensation whatsoever (but excluding any liability to the extent that it is based on any breach of the Seller's warranty in Clause 9.2howsoever caused) as a result which arise out of or in connection with any claim made against the Seller by a third party in respect of any matter caused by the Customer or for which liability has been assumed by the CustomerAgreement.
Appears in 1 contract
Sources: Terms and Conditions
Warranties and Liability. 9.1 10.1 The Seller Company warrants that the Goods supplied will correspond in all material respects with their specifications at the time of delivery correspond subject as follows:
10.1.1 the Company shall be under no liability in respect of any defect arising from wilful damage, negligence of the Customer, abnormal conditions or failure to follow the description given Company’s instructions;
10.1.2 the Company does not warrant that the Goods will be delivered without fault or interruption;
10.1.3 the Company does not provide any warranties in respect of Goods that are provided by the Seller.
9.2 The Seller warrants a third party to the Customer that all although it will endeavour to act in the best interests of the Goods supplied hereunder will for Customer when resolving any problems created by a fixed period of six (6) months from third party supplier.
10.1.4 the Delivery Date Company shall be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:
9.2.1 under no liability under the Goods have been altered in any way or have been subjected to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 warranty if the total Price price for the Goods has not been paid by the due date; ordate of payment;
9.2.7 10.2 The Customer warrants that when using Goods supplied by the Company, it shall comply with the Company’s acceptable usage policy, any relevant legislative and regulatory provisions, and shall not use the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on for any illegal purpose and shall indemnify the same terms Company in respect of any liability incurred as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period.
9.3 In the event a result of a breach of Clause 9.2this clause 10.2.
10.3 The Customer shall indemnify and hold harmless the Company against any loss, damages, costs and expenses arising from or in connection with any claims or proceedings bought by third parties against the Company in respect of or arising directly or indirectly from resale of Goods by the Customer or arising out of .
10.4 No advertisement, brochure, circular, or other promotional data shall constitute a warranty or representation in relation to any Goods, and the Customer shall only be entitled to rely on specifications or warranties referred to, or detailed in, the Seller at its own optionContract or an invoice for the Goods. Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Company shall be subject to correction without any liability on the part of the Company.
10.5 Any claim by the Customer which is based on any alleged defect in quality, shortage or failure of the Goods delivered shall be notified to the Company upon delivery by way of written notice as specified in Clause 3 of these Conditions. If the Customer does not notify the Company of any defect in quality, shortage or failure in accordance with Clause 3, the Customer shall not be entitled to reject the Goods and without prejudice the Company shall have no liability for such defect, shortage or failure. In addition, the Customer shall be bound to Clause 13.1pay the full price as if the Goods had been delivered in accordance with the Contract.
10.6 Where any claim in respect of any of the Goods which is based on any defect in quality, within a reasonable period shortage or failure of time repairthe Goods delivered or their failure to meet specification is notified to the Company in accordance with these Conditions and is accepted by the Company, replace, repay the price if paid or issue a credit note PROVIDED THATit shall be entitled to:
9.3.1 10.6.1 direct the Customer has notified to return the Seller in writing within 14 days goods to the Company using a form of delivery specified by the Company; or
10.6.2 collect the Goods (if applicable) from acceptance the Customer’s premises; but the Company shall have no other liability to the Customer and the Customer may not dispose of the deliverydefective Goods without the Company’s prior consent.
10.7 Neither the Company nor its network service suppliers shall be liable to the Customer for any consequential loss or damage, nor for any loss of profit, goodwill, data, savings, or anticipated business, nor for the cost of any other, costs or expenses whatsoever, whether caused by the negligence of the Company, its employees or agents or other, which arises out of, or in connection with, the supply of the Goods or their use or resale by the Customer, except as expressly provided in these Conditions.
10.8 Neither the Company nor its network service suppliers shall be liable for unauthorised access to or alteration, theft or destruction of end users data files, programs, procedures or information through accident, fraudulent means or devices, or any other method, regardless of whether such damage occurs as a result of the Company’s negligence or that of its network service suppliers.
10.9 The Company shall not be liable to the Customer or be deemed to be in breach of these Conditions by reason of any delay in performing, or any failure to perform, any of the Company’s obligations in relation to the Goods, if the delay or failure was due to any cause beyond the Company’s reasonable control, including any of the following:
10.9.1 Act of God, explosion, flood, tempest, fire or accident, terrorist act, war or threat of war, sabotage, insurrection, civil disturbance or requisition;
9.3.2 10.9.2 acts, import or export regulations or embargoes, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any local, national, or supranational, government body or authority;
10.9.3 strikes, lock-outs or other industrial actions or trade disputes whether involving employees of the Company or of any third party;
10.9.4 difficulties in obtaining raw materials, labour, fuel, parts or machinery or power failure or breakdown of machinery; or
10.9.5 any act or omission of the Customer promptly makes available which is either a breach of this Contract or which represents a failure by the Goods for inspection and, if so required, promptly return Customer to comply with the Goods affected to reasonable instructions of the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materialsCompany.
9.4 Save as expressly referred to above, all other 10.10 All warranties, conditions or and other terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law.
9.5 The Customer shall indemnify, defend and hold harmless the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability law except where the Goods are sold to a person dealing as a consumer within the extent that it is based on any breach meaning of the Seller's warranty in Clause 9.2) as a result of or in connection with any claim made against the Seller by a third party in respect of any matter caused by the Customer or for which liability has been assumed by the CustomerUnfair Contract Terms ▇▇▇ ▇▇▇▇.
Appears in 1 contract
Sources: Master Service Agreement
Warranties and Liability. 9.1 The Seller 17.1 Subject to the following provisions, the Company warrants that the Goods supplied and/or Works will correspond with the specification at the time of delivery correspond to and will be free from defects in material and workmanship for a period of 12 months from the description date of delivery.
17.2 The above warranty is given by the Seller.
9.2 The Seller warrants Company subject to the Customer that all following conditions:
(a) the Company shall be under no liability in respect of any defect in the Goods and/or Works arising from any drawing, design or specification supplied by the Purchaser;
(b) the Company shall be under no liability whatsoever in respect of any defect arising from the failure to install, operate or maintain the Goods and/or Works in accordance with the Company’s instructions (whether oral or in writing), fair wear and tear, wilful damage, negligence, abnormal working conditions, misuse or alteration or repair of the Goods supplied hereunder will and/or Works without the Company's approval;
(c) the Company shall be under no liability under the above warranty (or any other warranty, condition or guarantee) if the Price for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:
9.2.1 the Goods have and/or Works has not been altered paid in any way or have been subjected full by the due date for payment;
(d) the above warranty does not extend to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 Company, in respect of which the Goods have been improperly installed, erected Purchaser shall only be entitled to the benefit of any J&E Hall Standard Terms and Conditions of Sale / Issue 2 / revised on 4.5.2017 such warranty or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued guarantee as is given by the Seller including without limitation any maintenance requirements relating manufacturer to the Goods; orCompany.
9.2.5 17.3 A claim by the Customer has failed to notify the Seller of Purchaser which is based on any defect of suspected defect within in the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods, Goods and/or Works or their failure to correspond with specification shall (whether express or implied not delivery is refused by statute or common law or otherwise are excluded the Purchaser) be notified to the fullest extent permitted by lawCompany within seven days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. If the Purchaser does not notify the Company accordingly, the Purchaser shall not be entitled to reject the Goods and/or Works and the Company shall have no liability for such defect or failure, and the Purchaser shall be bound to pay the Price as if the Goods and/or Works had been delivered in accordance with the Contract.
9.5 The Customer 17.4 Where a valid claim in respect of the Goods or the Works which is based on a defect in the quality or condition of the Goods or the Works or the failure of either to meet specification is notified to the Company in accordance with these Terms, the Company may replace the Goods (or the part in question) free of charge or repeat the Works or, at the Company's sole discretion, refund to the Purchaser the Price (or a proportionate part of the Price), in which case the Company shall indemnifyhave no further liability to the Purchaser.
17.5 Except in respect of death or personal injury caused by the Company's negligence, defend and hold harmless the Seller in full against all lossCompany shall not be liable to the Purchaser by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for loss of profit or for any indirect, special or consequential loss or damage, costs, damages, charges, expenses and or other liabilities awarded against or incurred claims for compensation whatsoever (but excluding any liability to whether caused by the extent that it is based on any breach negligence of the Seller's warranty in Clause 9.2Company, its employees or agents or otherwise) as a result which arise out of or in connection with the supply of the Goods or the Works (including any claim made against delay in supplying or any failure to supply the Seller Goods or the Works in accordance with the Contract or at all) or the use of the Goods or resale by the Purchaser, and the entire liability of the Company under or in connection with the Contract shall not exceed the Contract Price, except as expressly provided in these Terms.
17.6 The Company shall not be liable to the Purchaser or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Company's obligations in relation to the Goods or the Works, if the delay or failure was due to any cause beyond the Company's reasonable control. Without limiting the foregoing, the following shall be regarded as causes beyond the Company's reasonable control: Act of God, explosion, flood, tempest, fire or accident; war or threat of war, sabotage, insurrection, civil disturbance or requisition; acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority; import or export regulations or embargoes; strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of the Company or of a third party party);difficulties in respect of any matter caused by the Customer obtaining raw materials, labour, fuel, parts or for which liability has been assumed by the Customermachinery; power failure or breakdown in machinery.
Appears in 1 contract
Sources: Sales Contracts
Warranties and Liability. 9.1 The Seller warrants that 11.1 Subject to Clause 11.3 below, the Goods supplied will at the time of delivery correspond to the description given by the Seller.
9.2 The Seller warrants to the Customer that all of the Goods supplied hereunder will Buyer that, upon delivery and for a fixed period of six (6) 12 months from the Delivery Date date of delivery of the Goods, the Goods will:
11.1.1 be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:within the meaning of the Sale of Goods Act 1979 and fit for any purposes held out by the Seller or made known to the Seller in writing at the time the Buyer placed the Order;
9.2.1 the Goods have been altered 11.1.2 be free from defects in any way or have been subjected to misuse or unauthorised repair; or
9.2.2 partsdesign, materials and/or workmanship;
11.1.3 conform with the Order and/or any specification provided to the Seller by the Buyer or equipment not manufactured produced for the Buyer by the Seller and/or as otherwise agreed in writing between the parties conform with all descriptions and specifications provided to the Buyer by the Seller; orand
9.2.3 11.1.4 comply with all statutory requirements and regulations relating to the Goods have been improperly installedsale of the Goods.
11.2 Subject to Clause 11.3 below, erected the Seller warrants to the Buyer that, upon delivery and for a period of 12 months from the date of completion of the performance of the Services, the Services will:
11.2.1 be performed by appropriately qualified personnel with due care and diligence and to such high standard as it is reasonable for the Buyer to expect in all the circumstances;
11.2.2 be free from defects in design, materials and/or workmanship;
11.2.3 conform with the Order and/or any specification provided to the Seller by the Buyer or connected; or
9.2.4 produced for the Customer has failed to observe any technical instructions issued Buyer by the Seller including without limitation any maintenance and/or as otherwise agreed in writing between the parties conform with all descriptions and specifications provided to the Buyer by the Seller; and
11.2.4 comply with all statutory requirements and regulations relating to the Goods; orprovision of the Services.
9.2.5 11.3 The Seller shall have no Liability under the Customer has failed warranties in Clauses 11.1 and 11.2 above in respect of:
11.3.1 any defect in the Goods and/or Services arising from the Seller’s compliance with any instructions and/or specification supplied and/or approved by the Buyer;
11.3.2 any faults and/or defects caused by wilful damage, abnormal working conditions, failure to notify follow the Seller’s instructions, misuse, alteration and/or repair of the Goods and/or Services without the Seller’s prior written approval and/or improper maintenance or negligence on the part of the Buyer or a third party.
11.4 Without prejudice to any other remedy the Buyer may have, if any of the Goods and/or Services are defective and are covered by the warranties in Clauses 11.1 and/or 11.2 above the Seller of any defect of suspected defect within shall at the time limit stipulated in these Conditions; or
9.2.6 the total Price for Buyer’s sole option either repair the Goods or supply replacement Goods and/or Services or refund the price which has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 Buyer for the remaining unexpired term defective Goods and/or Services.
11.5 Such repair, replacement or refund shall be provided by the Seller within 30 Working Days of the six (6) months periodSeller being notified of the defect provided it is notified within 30 Working Days of the defect becoming apparent or when it should reasonably have become apparent to the Buyer.
9.3 In 11.6 The Seller shall indemnify and keep indemnified the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law.
9.5 The Customer shall indemnify, defend and hold harmless the Seller Buyer in full against any and all lossLiability (including legal costs on a full indemnity basis) awarded against, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability to and/or suffered by the extent that it is based on any breach of the Seller's warranty in Clause 9.2) Buyer as a result of or in connection with:
11.6.1 breach of any warranty given by the Seller in relation to the Goods and/or Services;
11.6.2 any claim that the Goods infringe or their importation, use or resale infringes the patent, copyright, design right, trade mark or other intellectual property rights of any other person except to the extent that the claim arises from compliance with any claim made against specification supplied and/or approved by the Seller by a third party Buyer;
11.6.3 any liability under the Consumer Protection Act 1987 in respect of the Goods;
11.6.4 any matter caused by act or omission of the Customer Seller or for which liability has been assumed by its employees, agents or permitted sub-contractors in supplying, delivering and/or installing the CustomerGoods; and/or
11.6.5 any act or omission of any of the Seller’s personnel in connection with the performance of the Services.
Appears in 1 contract
Sources: Sales Contracts
Warranties and Liability. 9.1 The Seller warrants that (subject to the other provisions of the Conditions) that:-
9.1.1 the Goods supplied will at shall for a period of twelve months from the date of the delivery to the Buyer be free from material defects and comply in all material respects with the description and any specification applicable to the Goods; and
9.1.2 the Services shall be performed using reasonable care and skill provided that time of delivery correspond performance shall not be of the essence.
9.2 The only obligation of the Seller under the Warranty in Condition 9.1.1 shall be to repair or replace (or have its authorised distributor repair or replace) any defective Goods within ninety business days of the description given receipt of a complaint communicated in writing by the Buyer to the Seller.
9.2 9.3 The only obligation of the Seller warrants under the Warranty in Condition 9.1.2 shall be to re-perform the Services (or have its authorised distributor re-perform the Services) within forty five business days of the receipt of a complaint communicated in writing by the Buyer to the Customer that all Seller.
9.4 The warranty in Condition 9.1 is given by the Seller subject to the following conditions:
9.4.1 the Seller shall be under no liability in respect of any defect in the Goods and/or Service arising from any drawing, design or specification supplied by the Buyer;
9.4.2 the Seller shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Seller's instructions (whether oral or in writing) in particular, but not limited to, the incorrect handling or application of the Goods, misuse or alteration or repair of the Goods supplied hereunder will without the Seller's approval;
9.4.3 the Seller shall be under no liability under the warranty in Condition 9.1.1 (or any other warranty, condition or guarantee) if the total price for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:
9.2.1 the Goods have and/or Service has not been altered in any way or have been subjected paid by the due date for payment; and
9.4.4 it does not extend to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 , in respect of which the Goods have been improperly installedSeller so far as it is able, erected shall give the Buyer the benefit of any express warranty or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued guarantee as is given by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected manufacturer to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, 9.5 Any claim by the Buyer which is based on any defect in the quality or condition of the Goods, Goods and/or Service or their failure to correspond with specification shall (whether express or implied not delivery is refused by statute or common law or otherwise are excluded the Buyer) be notified to the fullest extent permitted by lawSeller within 7 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. If delivery is not refused, and the Buyer does not notify the Seller accordingly, the Buyer shall not be entitled to reject the Goods and the Seller shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Goods and/or Service had been delivered in accordance with the Contract.
9.5 The Customer shall indemnify, defend and hold harmless 9.6 Where any valid claim in respect of any of the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability to the extent that it Goods and/or Service which is based on any breach defect in the quality or condition of the Seller's warranty in Clause 9.2) as a result of Goods or in connection with any claim made against their failure to meet specification is notified to the Seller by a third party in respect accordance with these Conditions, the Seller shall be entitled to repair or replace the Goods (or the part in question) free of any matter caused by charge, but the Customer or for which Seller shall have no further liability has been assumed by to the CustomerBuyer and title to the Goods so replaced shall revert to the Seller.
Appears in 1 contract
Sources: Sales Contracts
Warranties and Liability. 9.1 The Seller warrants that the Goods supplied will at the time of delivery correspond 7.1. Subject to the description given by the Seller.
9.2 The Seller warrants to the Customer that all of the Goods supplied hereunder will for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:
9.2.1 the Goods have been altered in any way or have been subjected to misuse or unauthorised repair; or
9.2.2 partsclauses 7.2 and 7.6, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials.
9.4 Save as expressly referred to above, all other no warranties, conditions or terms relating to fitness for purposeconditions, quality or condition of the Goodsrepresentations and guarantees, whether express or implied by statute or common law contract, trade or otherwise are excluded given by the Seller in respect of Goods or services supplied.
7.2. The Seller provides a 12-‐month warranty from the date of purchase or supply to the fullest Customer of the Goods. Any breach of condition or warranty is limited to the repair or replacement of the Goods at the Sellers premises or the supply of equivalent Goods, as determined by the Seller.
7.3. In the event that some of the Seller’s product/s are faulty or defective, unless otherwise agreed in writing, the Customer must arrange for the products to be returned to the Seller for examination and where applicable, repair or replacement. The Customer acknowledges that it must not attempt to or arrange for any personnel to remedy a fault or defect.
7.4. The Customer acknowledges that the installation of the Goods must be installed by a qualified electrical professional and/or in conformity with AS/NZS 3000.
7.5. Notwithstanding any other term in this Agreement, the Seller excludes liability whatsoever to the Customer for:
(a) any Consequential Loss (including any electrical costs incurred if the Goods are deemed faulty after installation) relating in any way to the supply of the Goods to the Customer; and
(b) any loss or damage suffered or incurred by the Customer that is caused or contributed to by the installation of the Goods not installed by a qualified electrical professional and/or in conformity with AS/NZS 3000.
7.6. In addition to the Customer's rights under this Agreement, if the Australian Consumer Law confers certain rights, guarantees or remedies on the Customer which are not able to be excluded, restricted or modified except in limited circumstances, the Seller's liability for breach of any such right, guarantee or remedy is limited to the Seller (at its election):
(a) replacing the Goods or supplying equivalent Goods;
(b) repairing the Goods;
(c) paying the cost of replacing the Goods or of acquiring equivalent goods; or
(d) paying the cost of having the Goods repaired.
7.7. To the extent permitted by law.
9.5 The Customer shall indemnify, defend and hold harmless any typographical, clerical or other error or omission in a quotation, price list, sales literature, acceptance of offer, invoice or other documents or information issued by the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding will be subject to correction without any liability to on the extent that it is based on any breach part of the Seller's warranty in Clause 9.2) as a result of or in connection with any claim made against the Seller by a third party in respect of any matter caused by the Customer or for which liability has been assumed by the Customer.
Appears in 1 contract
Sources: Goods Supply Agreement
Warranties and Liability. 9.1 The Seller warrants that the Goods supplied will at the time of delivery correspond to the description given by the Seller.
9.2 The Seller warrants to the Customer that all of the Goods supplied hereunder will for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:
9.2.1 the Goods have been altered in any way or have been subjected to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, 18.1 All warranties and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materials.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or statute, common law or otherwise are excluded to the fullest extent permitted by law.
9.5 18.2 The Company shall not be liable to the Customer shall indemnifyfor any loss, defend and hold harmless the Seller in full against all lossdamage, costs, damages, charges, expenses and or other liabilities awarded against or incurred (but excluding any liability to the extent that it is based on any breach of the Seller's warranty in Clause 9.2) as a result claims for compensation arising out of or in connection with any breach by the Customer of its obligations under this Agreement.
18.3 The Company shall not be liable to the Customer by reason of any tortious action or any representation (unless fraudulent), or any implied warranty, condition or other term, or under the express terms of this Agreement, for any loss of anticipated revenues, loss or corruption of data, loss of profits, loss of business opportunities, loss of goodwill, damage to reputation, any indirect, special or consequential loss damage, costs or expenses, save where such losses are due to negligence on the part of the Company, its employees or agents, which arises out of or in connection with this Agreement, except as expressly provided in this Agreement.
18.4 The Company shall use reasonable endeavours to ensure that no loss of or damage to any Customer Materials which it has in its possession or which it is required to distribute pursuant to this Agreement occurs and that there are no errors in materials produced by the Company in accordance with clause 5.2
18.5 The Company reserves the right by written notice given at any time to exclude liability for damage to Mailing Items or Courier Parcels of a fragile, cast or brittle nature, scientific instruments, electrical equipment, glass or similar goods, which will then be carried at the Customer’s own risk.
18.6 In the event of a damaged Mailing Item or Courier Parcel, the Company reserves the right to recover the damaged Mailing Item or Courier Parcel for inspection prior to instigating a claim made against enquiry.
18.7 The entire liability of the Seller by a third party Company under or in connection with this Agreement in respect of each Job shall not exceed an amount equal to the Fees paid to the Company for that Job less all relevant Postal Charges.
18.8 Where a Mailing Item or Courier Parcel has been handed over to a Carrier, compensationto the Customer shall be limited to the Fee paid in respect of the Mailing Item or Courier Parcel and the cost its production.
18.9 The Company’s maximum liability for loss or damage in relation to any matter Collectionis £10,000. 18.10The Company’s liability to the Customer and to any other person shall otherwise be limitedto £1,000,000 in the aggregate in any year. Nothing in this Agreement shall operate to limit or exclude the liability of the Company:
18.10.1 for death or personal injury caused by the negligence of the Company, its employees, agents or subcontractors; or
18.10.2 under Part 1 of the Consumer Protection Act 1987; or
18.10.3 for damage suffered by the Customer as a result of any breach by the Company of the condition as to title or the warranty as to quiet possession implied by Section 12 of the Sale of Goods Act 1979 or Section 2 of the Supply of Goods and Services Act 1982; or
18.10.4 for fraud (including, but not limited to, fraudulentmisrepresentation); provided that nothing in this Clause confers any right or remedy upon the Customer to which it would not otherwise be entitled.
18.11 Except as provided in this clause 17, the Company shall not be liable to the Customer or to any other person (whether in contract, tort (including negligence or breach of statutory duty) or otherwise) for which liability has been assumed any loss of or damage to any Mailing Item our Courier Parcel dealt with by the CustomerCompany under this Agreement or for any delay in performance of the Services, provided that (subject to the other provisions of this Agreement) the Company shall remain liable for any loss or damage which occurs between collection and delivery of Mailing Items or Courier Parcels to Royal Mail.
Appears in 1 contract
Warranties and Liability. 9.1 7.1 The Seller Provider warrants to the Buyer that the Goods supplied will at the time be:
7.1.1 be of delivery correspond sound materials and first class workmanship;
7.1.2 be equal in all respects to the samples, patterns, description or specification provided or given by the Seller.either Party;
9.2 The Seller warrants to the Customer that all of the Goods supplied hereunder will for a fixed period of six (6) months from the Delivery Date 7.1.3 be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:(within the meaning of the Sale of Goods Act 1979);
9.2.1 the Goods have been altered 7.1.4 be free from defects in any way or have been subjected to misuse or unauthorised repairdesign, material and workmanship; orand
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance 7.1.5 will comply with all statutory requirements and regulations relating to the sale of the Goods; or.
9.2.5 7.2 The Provider warrants to the Customer has failed to notify Buyer that the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired Services or replacement Goods Works will be guaranteed on performed by appropriately trained and qualified personnel, with due care and diligence, and to the standards which would reasonably be expected from a skilled and experienced provider engaged in the provision of services similar to the Services under the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months periodor similar circumstances.
9.3 In 7.3 The Provider will indemnify the event of a breach of Clause 9.2, Buyer in full against the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THATfollowing:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and7.3.1 all loss, if so requiredliability, promptly return the Goods affected damages, costs, expenses (including legal expenses) or injury whatsoever and whenever arising caused to the Seller's addressBuyer, at or for which the Customers sole expense and risk; and
9.3.3 such defects are found Buyer may be liable to the Seller’s reasonable satisfaction third parties due to have arisen solely from the Seller’s faulty design, defective workmanship or materials.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, unsound quality or condition of the Goods, whether express Works or implied by statute the Services supplied;
7.3.2 all claims in respect of death or common law or otherwise are excluded injury, howsoever caused, to the fullest extent permitted by law.
9.5 The Customer shall indemnify, defend and hold harmless the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability to the extent that it is based on any breach of the Seller's warranty employees, or those of the agent or subcontractors, of the Provider, while in Clause 9.2) or about the Buyer’s sites, works or other places of business;
7.3.3 any consequential loss or damage sustained by the Buyer for which the Buyer may be liable, as a result of the failure of the Provider to supply the materials or perform the Works or Services in connection accordance with the terms of the Contract.
7.4 Without prejudice to any claim made against other remedy, if any of the Seller Goods, Works or Services are not supplied or performed in accordance with the Contract, then the Buyer shall be entitled:
7.4.1 to require the Provider to repair the Goods or to supply replacement Goods and/or remedy any failure to perform the Works or Services in compliance with the Contract within 7 days or such other period specified by a third party in respect the Buyer; or
7.4.2 at the Buyer’s sole option and whether or not the Buyer has previously required the Provider to repair the Goods or to supply any replacement Goods and/or to remedy any failure to perform Services, to treat the Contract as discharged by the Provider’s breach and require repayment of any matter caused by part of the Customer or for Price which liability has been assumed by the Customerpaid.
Appears in 1 contract
Sources: Conditions of Purchase
Warranties and Liability. 9.1 8.1. The Seller warrants that the Goods supplied will at the time of delivery correspond to the description given by the Seller.
9.2 The Seller Supplier warrants to the Customer Company that all of the Goods supplied hereunder Goods:
8.1.1. will for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS (within the meaning of the Sale of Goods Act 1979) and fit for any purpose held out by the Supplier or made known to the Supplier in writin g at the time the Purchas e Order is placed;
8.1.2. will be free from defects in design, material and workmanship;
8.1.3. will correspond with any relevant Specification or sample; and
8.1.4. will comply with all statutory requirem ents and regulations relating to the sale of the Goods.
8.2. The Supplier warrants to the Company that this Clause 9.2 the Services will be perform ed by appropriately qualified and trained personnel, with due care and diligence and to such high standard of quality as it is reasonable for the Company to expect in all the circumstances.
8.3. Without limiting any other rem edy, if any Goods or Services are not supplied or perform ed in accordanc e with the Contract, then the Company shall not apply wherebe entitled:
9.2.1 8.3.1. to require the Supplier to repair the Goods have been altered or to supply replacement Goods or Services in any way or have been subjected to misuse or unauthorised repairaccordance with the Contract within seven days; or
9.2.2 parts, materials or equipment not manufactured by 8.3.2. at the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own Company’s sole option, and without prejudice whether or not the Company has previously required the Supplier to Clause 13.1repair the Goods or to supply any replacement Goods or Services, within a reasonable period to treat the Contract as discharged by the Supplier’s breach and require the repayment of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance any part of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materialsPrice which has been paid.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are excluded to the fullest extent permitted by law.
9.5 8.4. The Customer Supplier shall indemnify, defend indemnify and hold the Company harmless the Seller in full against from all lossclaims and all direct, indirect or consequential liabilities (including loss of profits, loss of business, depletion of goodwill and similar losses), costs, damagesproc eedings, charges, damages and expenses (including legal and other liabilities professional fees and expenses) awarded against against, or incurred (but excluding any liability to or paid by, the extent that it is based on any breach of the Seller's warranty in Clause 9.2) Company as a result of or in connection with with:
8.4.1. any alleged or actual infringement, whether or not under Englis h law, of any third party's intellectual property rights or other rights arising out of the use or supply of the Goods or Services; or
8.4.2. any claim made against the Seller by a third party Company in respect of any matter caused liability, loss, damage, injury, cost or expense sustained by the Customer Company's employees or for which liability has been assumed agents or by any customer or third party to the extent that such liability, loss, damage, injury, cost or expense was caused by, relates to or aris es from the provision of the Goods or Services as a consequence of a direct or indirect breach or negligent performance or failure or delay in performance of the Contract by the CustomerSupplier.
8.5. The provisions of this clause shall survive termination of the Contract, however arising.
8.6. Where the Services involve the Supplier’s employees being seconded or sent to visit the premises of the Company, or its associated companies, such employees shall remain employed by the Supplier. The Supplier shall be responsible for ensuring that its employees comply with all security and site regulations applicable at those prem ises (as notified to such employees from time to time).
Appears in 1 contract
Sources: Terms and Conditions
Warranties and Liability. 9.1 7.1 The Seller Provider warrants to the Buyer that the Goods supplied will at the time be:
7.1.1 be of delivery correspond sound materials and first class workmanship.
7.1.2 be equal in all respects to the description samples, patterns, description, or specification provided or given by the Sellereither Party.
9.2 The Seller warrants to the Customer that all of the Goods supplied hereunder will for a fixed period of six (6) months from the Delivery Date 7.1.3 be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:(within the meaning of the Consumer Rights Act 2015).
9.2.1 the Goods have been altered 7.1.4 be free from defects in any way or have been subjected to misuse or unauthorised repairdesign, material, and ▇▇▇▇▇▇▇▇▇▇▇; orand
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance 7.1.5 will comply with all statutory requirements and regulations relating to the sale of the Goods; or.
9.2.5 7.2 The Provider warrants to the Customer has failed to notify Buyer that the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired Services or replacement Goods Works will be guaranteed on performed by appropriately trained and qualified personnel, with due care and diligence, and to the standards which would reasonably be expected from a skilled and experienced provider engaged in the provision of services similar to the Services under the same terms as stipulated in this Clause 9.2 for the remaining unexpired term of the six (6) months periodor similar circumstances.
9.3 In 7.3 The Provider will indemnify the event of a breach of Clause 9.2, Buyer in full against the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THATfollowing:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and7.3.1 all loss, if so requiredliability, promptly return the Goods affected damages, costs, expenses (including legal expenses) or injury whatsoever and whenever arising caused to the Seller's addressBuyer, at or for which the Customers sole expense and risk; and
9.3.3 such defects are found Buyer may be liable to the Seller’s reasonable satisfaction third parties due to have arisen solely from the Seller’s faulty design, defective workmanship or materials.
9.4 Save as expressly referred to above, all other warranties, conditions or terms relating to fitness for purpose, unsound quality or condition of the Goods, whether express Works or implied by statute the Services supplied;
7.3.2 all claims in respect of death or common law injury, howsoever caused, to any of the employees, or otherwise are excluded to those of the fullest extent permitted by lawagent or subcontractors, of the Provider, while in or about the Buyer’s sites, works or other places of business.
9.5 The Customer shall indemnify7.3.3 any consequential loss or damage sustained by the Buyer for which the Buyer may be liable, defend and hold harmless the Seller in full against all loss, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability to the extent that it is based on any breach of the Seller's warranty in Clause 9.2) as a result of the failure of the Provider to supply the materials or perform the Works or Services in connection accordance with the terms of the Contract.
7.4 Without prejudice to any claim made against other remedy, if any of the Seller Goods, Works or Services are not supplied or performed in accordance with the Contract, then the Buyer shall be entitled:
7.4.1 to require the Provider to repair the Goods or to supply replacement Goods and/or remedy any failure to perform the Works or Services in compliance with the Contract within 7 days or such other period specified by a third party in respect the Buyer: or
7.4.2 at the Buyer’s sole option and whether or not the Buyer has previously required the Provider to repair the Goods or to supply any replacement Goods and/or to remedy any failure to perform Services, to treat the Contract as discharged by the Provider’s breach and require repayment of any matter caused by part of the Customer or for Price which liability has been assumed by the Customerpaid.
Appears in 1 contract
Sources: Conditions of Purchase
Warranties and Liability. 9.1 The Seller warrants that Company shall repair or, at the Goods supplied will at Company's option, replace Equipment which is proved to the reasonable satisfaction of the Company to be damaged or defective due to faulty materials. This obligation shall not apply if the damage or defect arises because the Customer is in breach of any of its obligations in Condition 3. The charges payable for the hire of the Equipment shall be suspended (from the time of delivery correspond notification to the description given by Company of the Sellerfailure of the Equipment to the time that operation of the Equipment can be resumed) and this shall constitute the entire liability of the Company in these circumstances. For the avoidance of doubt, the suspension of any applicable day rate for the hire of the Equipment shall be pro‐rated for the period during which operation of the Equipment is suspended, so as not to unjustly enrich the Customer.
9.2 Any defective Equipment must be returned to the Company (at the Company’s expense) for inspection before the Company has any liability under Condition 9.1 for any defective Equipment.
9.3 The Seller warrants Company shall have no liability to the Customer that all under Condition 9.1 if any Charges or monies due in respect of the Goods supplied hereunder will for a fixed period of six (6) months from the Delivery Date be of satisfactory quality PROVIDED ALWAYS that this Clause 9.2 shall not apply where:
9.2.1 the Goods Equipment have been altered in any way or have been subjected to misuse or unauthorised repair; or
9.2.2 parts, materials or equipment not manufactured by the Seller; or
9.2.3 the Goods have been improperly installed, erected or connected; or
9.2.4 the Customer has failed to observe any technical instructions issued by the Seller including without limitation any maintenance requirements relating to the Goods; or
9.2.5 the Customer has failed to notify the Seller of any defect of suspected defect within the time limit stipulated in these Conditions; or
9.2.6 the total Price for the Goods has not been paid in full and cleared funds by the due date; or
9.2.7 the Goods are used item and/or reconditioned item. Any repaired or replacement Goods will be guaranteed on the same terms as stipulated in this Clause 9.2 date for the remaining unexpired term of the six (6) months period.
9.3 In the event of a breach of Clause 9.2, the Seller at its own option, and without prejudice to Clause 13.1, within a reasonable period of time repair, replace, repay the price if paid or issue a credit note PROVIDED THAT:
9.3.1 the Customer has notified the Seller in writing within 14 days from acceptance of the delivery;
9.3.2 the Customer promptly makes available the Goods for inspection and, if so required, promptly return the Goods affected to the Seller's address, at the Customers sole expense and risk; and
9.3.3 such defects are found to the Seller’s reasonable satisfaction to have arisen solely from the Seller’s faulty design, workmanship or materialspayment.
9.4 Save The Company shall have no liability under Condition 9.1 resulting from or contributed to by the Customer’s continued use of defective Equipment after a defect has become apparent or suspected or should reasonably have become apparent to the Customer.
9.5 The Company shall have no liability to the Customer under Condition 9.1 to the extent that the Customer is covered by any policy of insurance arranged as expressly referred a result of the Contract and the Customer shall ensure that the Customer’s insurers waive any and all rights of subrogation they may have against the Company.
9.6 Subject to aboveCondition 9.7 below, the warranties in Condition 9.1 are the Company's sole obligation and all other warrantiesconditions, conditions or terms relating to fitness for purpose, quality or condition of the Goodswarranties and liabilities whatsoever, whether express or implied by statute implied, statutory or common law or otherwise otherwise, are hereby expressly excluded to the fullest extent permitted by lawlaw and the Company shall be under no liability whatsoever for any loss or damage of whatsoever kind, howsoever caused or arising, including but without being limited to any direct, indirect or consequential loss or damage, lost profits, loss of use or other economic loss, damages for failure to meet any deadline, redrilling expenses, well control expenses, subsurface damage, wreck or debris removal expenses, loss of hole, reservoir or formation damage or pollution damage.
9.5 9.7 Nothing contained in this Condition 9 shall be construed so as to exclude or limit the liability of the Company for fraudulent misrepresentation, nor for the negligence or wilful default of the Company or its servants or agents insofar as the same results in death or personal injury.
9.8 The Customer shall indemnifyacknowledges its awareness of the potentially hazardous nature of radioactive sources, defend and hold harmless the Seller in full against all losslogging sondes containing them and agrees that, costs, damages, charges, expenses and other liabilities awarded against or incurred (but excluding any liability without prejudice to the extent generality of this Condition 9, the Company shall not be held liable or responsible for any loss or damage arising from the usage of sources or tools containing them, including but not limited to the well or borehole, or any damage whatsoever arising from or in any way connected with the use of radioactive materials in the borehole or on the site. The Customer further acknowledges that should a radioactive source be lost in a borehole, the Customer shall be responsible for the arrangement and the cost of its recovery and that special precautions must be taken in any “fishing” operations, so that the container of the sources will not be damaged and that the radioactive source if not recovered must be isolated by the Customer by cementing it is based on in place or by other appropriate means and that the Customer must comply with any and all directions of the relevant competent authority in the territory in which the radioactive source shall have been lost.
9.9 Subject to Condition 9.7, the Company's total liability in contract, tort (including negligence or breach of the Seller's warranty in Clause 9.2) as a result of statutory duty), misrepresentation, restitution or otherwise, arising in connection with any claim made against the Seller by a third party in respect performance or contemplated performance of any matter caused by the Customer or for which liability has been assumed Contract shall be limited to the Charges paid by the Customer.
Appears in 1 contract
Sources: Equipment Hire Agreement