Conditions of Quotation and Contract

Trenton Engineering Co (Redditch) Ltd
                    
1. General.  Quotations are given and orders for work and services are accepted subject to the following Conditions. Any Conditions which you seek to impose will be inapplicable unless expressly  accepted in writing signed by one of  our    Directors.

2. Quotations.  Unless previously withdrawn a quotation is open for acceptance within the period stated therein, or when   no period is so stated, within 14 days only after its date.  Oral quotations are for  guidance only and are not binding  upon us.  Written quotations will not normally be submitted, and in any event will not be binding upon us, unless any  necessary drawings   and   specifications have first been submitted to us in writing and, where we deem it necessary  sample components provided to  us.

3. Advertising Matter.  Specifications, descriptions and illustrations contained in our catalogues, brochures or other advertisement   matter are intended to give only a general idea of the goods, work or services concerned and none of  these shall form part of the   Contract.

4.  Delivery.  Any times quoted for despatch or delivery are estimates only not involving us in any liability for failure to  despatch or   deliver within such time, and are in all cases to date from receipt by us of your written order to proceed and  of all necessary information to enable us to put the work in hand.  The time for despatch or delivery shall be extended  by a reasonable period if   delay in despatch or delivery is caused by instructions or lack of instructions from you or by  industrial dispute or by any cause   beyond our reasonable control.  The customer shall not be entitled to rescind the Contract or reject any goods on account of delay where delivery takes place within a reasonable time.

5.  Payment.  (a) Payment shall be due, together with the costs (if any) of carriage, packing and any special tests,  certification  or  other specific requirements not included in the price on or before the last day of the month following  the month of  despatch of  the goods or of  notification that the goods are ready for collection where delivery is to be   ex-works. 
(b)  Interest at the rate of 2% per month and proportionately for part of a month shall accrue on all overdue payments.

6.   Prices.  If  by reason of any increase in the costs to us  in the performance of the Contract above the rates and cost at the  date of   order, the cost to us of performing our obligations under the Contract shall be increased, we may give notice in  writing to you   increasing the contract price to such amount as is stated in the notice.  Any increased price shall be  payable as from the date of        the notice as if it were the original contract price, and a price so increased may from time  to time subsequently be further   increased in similar manner.  Provided, however, that if within 3 days after receipt of  any such notice, you give notice in writing  to us to cancel the balance of the Contract, we shall be entitled to complete  and charge for any such articles as we have begun   to treat at the time of receipt of notice from you at the price prevailing immediately prior to the date when notice of increase was  given.

7.   Lien.  For so long as any account remains unpaid we shall have an absolute right of lien upon any of your goods that  may be in  our possession or under our control and we may enforce such lien whenever and to the extent that any  payment is three months  overdue without previous notice to you.

8.   Standards.  (a) Unless otherwise agreed in writing the quality and finish of work shall be such as will provide a  reasonable   service in compliance with the generally recognised standards in the trade for the class of work, type , quality and finish of the   product concerned and where there is no generally accepted standard shall be such as to give  reasonable service under    conditions of mild exposure in normal indoor use.
(b) We can accept no liability under paragraph (a) of this clause (whether any defect is apparent in inspection or not)  unless a    written claim is made within 7 days of the receipt of the goods stating the alleged defect in standard or in quality   of work or  finish  whereby the goods are not in accordance with the Contract and a reasonable number of articles  exhibiting the defect or   defects complained of is or are apparent are returned to us carriage paid for inspection within  the said period and we are given   the opportunity to remedy any such defect or defects.  Our liability  (if  any)  shall in all cases be limited in accordance  with the provisions of clauses 12 and 18 hereof.

9.   Tests.  Our products and work are carefully inspected and where applicable submitted to standard tests before   despatch.   Special tests will be charged for.   In the case of destructive tests such as hardness and adhesion these would  include the  provision of  suitable test pieces and their processing but will not be carried out unless we are specifically  instructed to do so in    identified  batches.  In such cases, provision of agreed suitable test pieces will be your  responsibility unless otherwise agreed.

10.  Performance.  We will accept no liability for failure to attain any performance figures quoted by us unless we have specifically   guaranteed them in the Contract.  If the performance figures obtained on any test provided in the Contract are outside the  acceptance limits specified therein, you will be entitled to reject the goods ,but before rejecting the goods and claiming,   within the provisions of the clause 18, you will give us reasonable time and opportunity to rectify their performance.  You  assume responsibility that processes stipulated by you are sufficient and suitable for your purpose save insofar as your    stipulations are in accordance with our advice.

11.  Matching.  We shall be under no obligation to ensure that any goods or components or parts are an exact match or that one  batch exactly matches another, whether the colour or finish are defined by reference to a sample or  by description.  Where a  colour finish is specified in the Contract by reference to a sample or description, you shall accept as complying with the  Contract all parts which are a commercial match with the sample or correspond with the description, as the case may be, and a  commercial match with each other in accordance with the standard generally recognised in the trade.  We shall be under no  liability for any failure to provide a commercial match if failure is due wholly or partly to differences in the materials from which the respective goods, components or parts are made or to any process or treatment to which the same have previously  been submitted.

12.   Defects.  We shall be under no liability howsoever arising in respect of any defect appearing in any goods, components or  parts (including failure to provide colour matching between different batches) at any time which is due or partly due to the  material of which the same is made, its design or method of manufacture, or any process or treatment applied thereto by any   person other than ourselves.

13.  Extras.  The extra cost of any work not specifically required by the Contract shall be added to the Contract price and paid   for accordingly and all such work shall be carried out subject to these Conditions.

14.  Loss or Damage.  We shall be under no liability for any loss or damage unless due to negligence on out part or that of our   servants and then only if notice in writing of such loss or damage is received by us within 7 days after delivery.  Any claims for non-delivery must be made within 14 days after the receipt of the advice note.

15.  Packaging.  Items despatched to us for processing should be suitably packed having regard,  inter alia, to their manufacturing  tolerances, quality and the inherent value of the items in question.  We assume that you are expert in the preparation of your   goods for shipment and  will use the same packing where practical.  Any additional packaging requirements, whether required   by you,  or deemed necessary by us to protect the work, will be chargeable.

16.  Barrel Plating and Bulk  Processing.  (a)  Quotations for barrel plating work and other bulk processing of small parts are   given, and  contracts for such work accepted, subject to the customary trade allowance for wastage of  5%.
(b)  Parts susceptible to damage during barrel processing, e.g. threaded components or machined parts, will only be barrel   processed at your request.  Reasonable care will be taken in barrel plating these components but no liability by ourselves can be   accepted for damage in processing.

17.  Insurance.  We shall insure the goods from the time they are received into our works until the time they are despatched  against risks of loss, damage or destruction by fire, explosion, lightening, earthquake, malicious damage, theft, flood, storm,  tempest and aircraft and other aerial devices or articles dropped therefrom up to a maximum value of £3,000 for any one   customer. If at any time the total value of articles on our premises exceeds the limit of £3,000 then it is your responsibility to   provide insurance cover.  In no case shall our liability, if any, for loss or damage to the goods at our works caused by such   insured  risks exceed the limit of indemnity under the Policy.

18.  Limitation of Liability.  Except as otherwise provided under these Conditions, our liability whether arising by reason of   breach  of contract or  a  statutory duty or  in tort  (including  but not limited to negligence) or otherwise howsoever other than   in respect of claims for death or personal injury caused by negligence as defined in the Unfair Contract Terms Act ,1977, shall    be  limited in respect of any article to three times the Contract price for processing the same, and in respect of any Contract to  2 1/2% of the total sum (limited as above) of the value of the articles comprising that Contract.  We  shall not  be liable to you for any loss of profits or loss of contracts or loss of use or for any indirect or consequential loss or  damage whatsoever.

19.  Confidential Information.  All specifications, drawings, technical descriptions and details of processes (hereinafter called   "information") submitted with our quotation or supplied to you pursuant to the Contract are supplied in confidence.  You shall  keep the information confidential and shall not disclose the same to any third party without our prior written consent and shall  use the same only for the purpose of the Contract.  Nothing in this clause shall prevent us from undertaking or offering to  undertake for third parties any work or services similar to or designed to achieve the same results as the work or services   provided under this Contract.

20.  Jigs or Tooling.  Any jigs or tools made by us for the purpose of the Contract shall remain our property notwithstanding that  the cost thereof may be included in whole or in part in the Contract price.  All drawings and information relating to such tools and jigs remain our property and our copyright and you undertake that you will not copy or make use of the same for the benefit  of any third party without our prior written consent.

21.  Arbitration.  If at any time any question, dispute or difference whatsoever shall arise between you and ourselves upon, in  relation to, or in connection with the Contract, either of us may give the other notice in writing of the existence of such  question , dispute or difference and the same shall be referred to the arbitration of a person to be mutually agreed upon, or  failing agreement within 30 days of the receipt of such notice, to some person appointed by the President for the time being of   the Institute of Metal Finishing.

22.  Legal Construction.  Unless otherwise agreed in writing, the Contract shall in all respects be construed and operate as an  English Contract and in conformity with English law and the English Courts shall have exclusive jurisdiction over any matter   arising out of the provisions of clause 21.