1. In these conditions of sale “the Company” shall mean, O R Medical Solutions Ltd, “the Buyer” shall mean the person, firm or company to whom the Company agrees to sell or supply the goods.
2. All contracts of Sale of Goods incorporate these conditions so far as such conditions are not varied by any special terms or conditions agreed in writing between the parties. Any terms and conditions of the Buyer which are inconsistent with these conditions shall have no effect. Any variation of the contract will become binding only if confirmed in writing by the Company.
3. Risk shall pass to the Buyer when the goods are delivered to the premises of the Buyer or to a delivery address nominated by the Buyer.
4. (i) Title in the goods shall pass to the Buyer only when payment in full has been received by the Company, for all goods whatsoever supplied and all services rendered at any time by the Company to the Buyer. Until payment in full has been received by the Company for all goods and services supplied to the Buyer, the Company has a retention of title on an all monies basis over all goods supplied to the Buyer by the Company. The Buyer shall permit the servants or agents of the Company to enter onto the Buyer’s premises and repossess the goods at any time prior to payment in full being made by the Buyer to the Company.
(ii) Subject to (iii) below the Buyer shall be at liberty to resell the goods in the ordinary course of business prior to the passing of the title on the basis that the proceeds of sale shall belong to the Company to whom the Buyer will account.
(iii) The Buyer’s power of sale shall automatically cease if: a) a receiver or administrator is appointed over any of the assets or the undertaking of the Buyer or b) a winding up order is made against the Buyer or c) the Buyer goes into voluntary liquidation) or d) causes a meeting of or makes any arrangement or composition with its creditors, or e) commits any act of Bankruptcy or f) allows execution to be levied against its or his goods.
(iv) Should the goods (or any part of them) be converted into a new product whether or not such conversion involves the admixture of any other goods or thing whatsoever, and whatever proportions, the conversion shall be deemed to have been effected on behalf of the Company, and the Company shall have the full legal and beneficial ownership of the new products, but without accepting any liability whatsoever in respect of such converted goods in relation to any third party and the Buyer hereby indemnifies the Company in relation thereto.
5. (i) In the normal course all goods for delivery to UK mainland destinations will be despatched carriage paid by the conveyance of the Company’s choice. A delivery charge may be made for small orders and the current tariff is stated on the most recent price list which is available on request from the Company. Where the buyer requires a different means of conveyance, any extra cost must be paid by the Buyer. Special delivery terms apply to Northern Ireland and the Republic of Ireland and are available on request from the Company.
(ii) The Buyer must carefully examine all goods immediately upon their arrival. In the event of damage to goods in transit or any short delivery, written notification thereof with the claim must reach the Company and the carrier within 5 days of receipt of the goods. (Such notifications not to be on carriers own documents).
In the event of non-delivery such notification and claim must reach the Company within 14 days of the date of the invoice. In the event of failure to comply with the above requirements claims in respect of damage in transit, short delivery or non-delivery, etc. will not be accepted by the Company, and in no event whatsoever will the Company be liable to the Buyer in respect of such loss or damage beyond the amount which it has been able to recover from its insurers, the carrier or other third parties.
6. The above clauses shall not be interpreted in any way as giving right to the Buyer to return to the Company any goods other than those agreed by the Company.
7. Prices are subject to variation by the Company without notice. Goods will be invoiced at prices ruling at the time of despatch. All invoices are subject to VAT at the current rate at the time of despatch.
8. (i) The Buyer undertakes to pay for goods within 30 days of the date of invoice unless otherwise agreed in writing by the Company
(ii) The Company reserves the right to add interest on overdue accounts.
(iii) Any collection costs incurred due to non-payment of account will be the responsibility of the Buyer; these costs will be added to the outstanding account.
9. The Company may analyse or assess information held about the Buyer in order to set up the Buyer’s account with the Company and the Company may use this information to apply for references from third parties. Information about the Buyer’s business may be held on the Company’s database and further checks and analysis may be carried out at future dates.