1. These conditions are incorporated in any Contract, whether written or oral, between Autex Graphic Machinery and the Buyer. Any variation of these conditions must be in writing and signed by a Director of Autex Graphic Machinery.
2. If information comes to Autex Graphic Machinery's notice that indicates, in the opinion of a Director of Autex Graphic Machinery, that the Buyer is unlikely to be able to discharge his financial obligation under the Contract, then Autex Graphic Machinery reserves the right to rescind the Contract and shall not be liable to make any payment to him by way of compensation or damage.
3. All estimates and quotations are net. Value Added Tax, where applicable, will be added at the prevailing rate.
4. Unless otherwise stated, where installation is stated to be included, this is on the basis that the goods are to be delivered in bulk to a ground floor site. Should the Buyer's proposed site necessitate further dismantling, cranage or building work, then these additional costs will be met by the Buyer.
5. Autex Graphic Machinery will use reasonable endeavors to deliver the goods by the agreed date, but times of delivery shall not be the essence of the Contract nor shall Autex Graphic Machinery be liable for damages for late delivery whether direct or consequential for loss of profit or howsoever otherwise.
6. (i)The ownership of the goods to be delivered by Autex Graphic Machinery will only be transferred to the Buyer when the Buyer has paid the full price for the goods, the subject of the Contract, and until such payments are made, the goods are held by the Buyer as bailee for Autex Graphic Machinery. (ii)Until payment of the whole of the price has been received by Autex Graphic Machinery from the Buyer, Autex Graphic Machinery shall have the right to require the immediate return of the goods and a license to enter the Buyer's premises or any other premises where the goods are being kept and remove the goods.
7. Notwithstanding that the ownership in the goods shall remain vested in Autex Graphic Machinery the goods shall be at the risk of the Buyer from the time of delivery and the Buyer shall be responsible for insuring the same against all usual risks in the full value thereof.
8. (a) If any payment due from the Buyer under the Contract is in arrears Autex Graphic Machinery shall have the absolute right to suspend deliveries and services. If such payment remains in arrears for seven days after a written demand from Autex Graphic Machinery to the Buyer then Autex Graphic Machinery (b) Payments shall be considered in arrears if not made within the terms stated in our invoice. (c) Any claims of whatsoever nature by the Buyer against Autex Graphic Machinery in respect of the goods shall not entitle the Buyer to withhold payment for any part of the goods or other goods purchased by the Buyer from Autex Graphic Machinery nor shall the Buyer be entitled to set off any such claim against any claim by Autex Graphic Machinery for the price nor shall they be entitled to claim a stay of execution on any judgment for the price in reliance upon such a claim.
9. Statements or representations of whatever kind and however made including but not confined to those as to weights, measurements, power consumption, performance, descriptions, details of designs, prices and charges and whether contained in drawings, floor plans, catalogues, advertisements, brochures, photographs, descriptive materials, verbal representations or otherwise are approximate only and shall not be binding upon Autex Graphic Machinery or in any way form part of this Contract unless expressly stated to do so by Autex Graphic Machinery in writing.
10. During the commissioning period the goods are to be considered as under the charge of the Buyer who shall supply all necessary materials (such as film, plates, paper, ink or the like) and power at his cost for the purpose of the commissioning.
11. The Buyer will be responsible for the cost of taking electrical and pipe work supply to the site of the machine or machines, providing any necessary structure for the housing of compressors and for the cost of such work as may be necessary to provide a foundation which complies with Autex Graphic Machinery's specifications for the machine to be installed.
12. A proforma invoice is not a binding agreement. The pro forma models the anticipated results of the transaction. The transaction is completed only when full payment has been received, and Autex Graphic Machinery issues a commercial invoice. At this point, title is transferred to the buyer.
13. This Contract shall be construed according to the laws of England and the Buyer hereby agrees to submit to these and exclusive jurisdiction of the Courts of England.