SpL Speciality Polymers Ltd
Standard Terms of Sale
1. Scope of Applicability: All deliveries, orders and transactions related thereto
between the supplier(SpL) and a purchaser shall exclusively be subject to these
General Terms and Conditions of the supplier. Deviating general terms and
conditions of a purchaser shall not apply.
2. Terms: Invoices will be rendered on the date of shipment except in the case of
Advance payment when a proforma invoice will be presented prior to Shipment.
Payments of all invoices must be made to Speciality Polymers Ltd (Hereinafter
referred to as “SpL”) at its principal office stated on the front of this order
confirmation. Overdue Invoices will bear interest on the unpaid principal balance
at the rate of two (2) % per month in excess of the Bank of England base rate
published in The Financial Times from time to time.The unpaid balance shall continue to bear interest at the rate provided herein until
such times at the outstanding amount and interest is paid.
3. Orders: Order, agreements or modifications are only binding if affected or
confirmed by SpL in writing. Prices, Payment terms , Quantities, grades will all be
detailed in the quotation from SpL and the order confirmation.
4. Taxes: Prices on the specified products are exclusive of all applicable taxes.
5. Deliveries: Deliveries shall be subject to, and contingent upon, strikes, labor
difficulties, riot, civil unrest, war, fire, delay or defaults of common carriers,
failure or curtailment in SpL’s usual sources of supply, governmental decrees or
orders, or, without limiting the foregoing, any other delays beyond SpL’s
reasonable control, and SpL shall not be liable for any loss or damage arising
therefore. Shipments made within fourteen days of the specified date of delivery
shall constitute a good delivery. Any delivery not in dispute shall be paid for
regardless of other controversies relating to other delivered or undelivered
6. Retention of Title: All goods delivered to the buyer shall remain the property of
the supplier, as legal and equitable owner, until all sums (including interest payable
thereon) owed by the buyer to the supplier for whatever reason, have been paid in
full. In the case of Advance payment against a Proforma Invoice the title in the
goods will transfer upon receipt of monies and a copy of the B/L will be sent to the
purchaser with a covering letter from SpL declaring this transfer of title.
7. Specification and Quality: Products sold by SpL shall be supplied according to a
mutually agreed specification but the Quality of the goods is completely out of thecontrol of SpL and as such all quality claims/issues will be taken up by SpL on
behalf of the customer to the principal supplier.
8. Claims: Should any goods supplied by SpL appear defective due to faults in
manufacture, Buyer shall notify SpL immediately, stating full particulars in
support of Buyer’s claim. In no case are goods to be returned without first
obtaining a returned material authorization from SpL. Goods returned for alleged
defects will be subject to SpL’s (and the principal supplier’s) determination of
defect or cause thereof. Claims for defective merchandise, shortages, delays or
failures in shipment or delivery, or for any other cause, shall be deemed waived
and released by the Buyer, unless made in writing within ten days after delivery of
the merchandise. The purchaser is not entitled to withhold payment for claims
unless accepted by SpL in writing. All claims will be dealt with immediately but it
should be noted that in the case of goods originating in Japan/Korea it may take
upto 3 weeks to give a comprehensive reply to a quality claim or damage claim.
9. Cancellation: An order once placed and accepted by SpL may be cancelled only
with its consent, and only upon terms that will indemnify it against loss.
10. Miscellaneous: No modification of any sales agreement shall be binding unless
made and accepted in writing by both parties hereto.
11. Governing Law: This order agreement shall be interpreted in accordance with
and governed by the laws of England.
12. Entire Agreement: The terms included in this order acknowledgement and no
modifications hereof not accepted in writing by SpL constitute the final and
complete expression of the parties’ intent.