Company means Surtex Instruments Ltd (registered i n the United Kingdom under registration number 7035724).
Customer means the company, firm or organization who’s Order for the Goods is accepted by the Company.
Contract means the Order accepted by the Company and incorporating these conditions.
Goods means the goods which the Company agrees to supply in accordance with these conditions and which are identified on the Order.
Order means the order for the purchase of the Goods submitted by the Customer.
- Any reference to a law is a reference to it as in force for the time being taking account of any amendment, extension, application or re-enactment and includes any subordinate legislation for the time being in force made under it.
- Where a condition provides for a list of items following the word "including" or "includes", then such list is not to be interpreted as being an exhaustive list.
2. Incorporation of Conditions
- These conditions shall apply to the Contract to the exclusion of all other terms and conditions, including any terms and conditions which the Customer may purport to apply under any order (including the Order), confirmation of order or similar document or in any correspondence.
- No variation to these conditions shall be binding unless agreed in writing by an authorized representative of the Company.
- The Contract constitutes the entire understanding between the Company and the Customer with respect to the Goods and supersedes all previous agreements and understandings between the parties. The Customer acknowledges that it has not relied upon any statement made orally or in writing by the Company, its employees or agents to the Customer, which are not expressly incorporated into the contract.
- Each order (whether submitted by telephone, fax, post, email or electronic ordering system) shall be deemed to be an offer by the Customer to purchase the Goods pursuant to these conditions. The Company may, at its complete discretion, refuse to accept any Order.
- The Customer shall be responsible to the Company for ensuring the accuracy of the terms of any Order (including the description of the Goods ordered).
- Samples and Free of Charge Goods
- For the avoidance of doubt, where no order is placed and the Company provides Samples, to familiarize the Customer with the goods, as part of a sampling program or where the Company provides Free of Charge Goods to the Customer as part of a clinical trial or compassionate use program these conditions shall, to the extent applicable, apply to such Samples and Free of Charge Goods.
4. Price and Payments
- Subject to the condition 4.5, unless and otherwise agreed by the Company in writing, the price of the Goods shall be the price listed in the Company's published price list current at the date of the Company's acceptance of the Order. Subject to the condition 4.4, any price may be altered from time to time by the Company on giving not less than thirty days notice to the Customer.
- Standard delivery shall be in accordance with the condition 6.1 or as stated on the Pro Forma offer whichever is greater. If the Customer requires delivery within an alternative time period, the Customer shall contact the Company's customer Support Centre to agree an alternative time period, which will be charged at an additional cost to the Customer. All delivery times are subject to the Goods being in stock at the time of the Company's acceptance of the Order.
- The price is exclusive of VAT and all other applicable taxes and duties, which the Customer shall be additionally liable to pay the Company.
- The Company reserves the right, by giving notice to the Customer at any time before delivery, to increase the price of the Goods to reflect any increase in the cost of the Company which is due to any factor beyond the reasonable control of the Company.
- The Customer shall pay the price within ten days of the date of the Company's invoice (the" Due Date"). In the case of payment other than by cash, payment shall only be deemed to have been made on receipt of cleared funds. The time of payment of the price shall be of the essence.
- If the Customer fails to make payment on the due date then the Company shall be entitled to charge the Customer interest (both before and after judgment) on the amount unpaid, in accordance with the Late Payment of Commercial Debts (Interest) Act1998.
- The Customer shall not in any circumstances or for any reason whatsoever be entitled to make any deduction or withhold any sum from the price by way of set-off or otherwise.
- All payments payable to the Company under the Contract shall become due immediately on its termination, despite any other provision.