1. Unless otherwise agreed in writing by the company these conditions shall override any terms or conditions stipulated, incorporated or referred by the buyer in his order or negotiation.

2. Notwithstanding any specific date mentioned in the contract for the delivery of the goods, time should not be deemed the essence of the contract so far as concerns delivery of the goods. Apart from protracted and unreasonable delay on the part of the seller, the sellers shall not by reason of agreeing to deliver by a specific date, be deemed to have waved the benefit if this decision.

3. If the contract provides for the delivery by instalments each instalment shall be deemed to be the subject of a separate contract. Non delivery or delay of any instalment shall not affect the balance or the contract or entitle the buyer to cancel.

4. All quotations are made and orders subject to the availability of raw materials. They are subject to normal manufacturing tolerances, width, length, and print registration.

5. Goods will be invoiced at price ruling at date of despatch.

6. Liability is not accepted for any direct or indirect loss arising from non-delivery or delays in delivery in any goods caused by war, strikes, lock-outs, fire floods, explosions, government restrictions or any case whatsoever beyond our control.

7. No responsibility will be accepted in respect of non-delivery of goods unless the buyer notifies the railway executive or other carriers, and us within fourteen days of despatch. If consignments are delivered damaged or with part contents missing the must be signed for accordingly and notification sent to us and the railway executive or other carriers within 3 days of delivery. Except as aforesaid, no claim of any kind will be accepted unless we receive the claim in writing within 14 days from the date of invoice with Brown & Cook Ltd. Van delivery claims must be made within 24 hours of delivery.

8. The buyer is advised in his own interest to examine goods before usage, as the company accepts no claim or liability for material which has been cut, printed or otherwise fabricated or processed.

9. No complaint as to the quality of goods supplied can be considered unless made within 30 days of receipt of goods and accompanied by the label attached to the goods in question.

10. In no circumstances shall our liability for consequential losses or otherwise exceed the invoice value of the goods supplied by us.

11. Unless the contract otherwise provides, the risk in the goods shall remain in us until the point of delivery set out in the contract and the buyer shall give notice to us or the carrier as provided by condition 9 hereof, the goods shall be deemed to have been fully delivered to the buyer and the risk in such goods, transferred to the buyer.

12. Until the purchase of the goods comprised in this contract and all other sums due by the customer to the company upon any account whatsoever have been paid or satisfied in full :-

• The goods comprised in this contract shall remain the property of the company (Notwithstanding the delivery of the goods and the passing of the risks therein).
• The company may at any time recover and resell the goods (if in the customers possession) if any payment owed by the customer on any account is overdue, or if the company considers that the amount outstanding from the customer on the general statement of account between parties is in excess of the credit limit the company is willing to accord the customer and for this purpose the company, its servants or agents may enter upon the customers or other premises upon which goods are situated.
• The customer shall possess all goods comprised in this contract on a fiduciary basis only and if the company so requires, the customer shall store such goods for the company in a proper manner without charge to the company so that they are clearly identified as belonging to the company.
• The customer has the right to dispose of the goods in the course of its business for the account of the company and to pass good title to the goods to his customer being a bona fide purchaser for the value without notice of the company's rights, in the event of such a disposal, the company shall be entitled to and the customer shall be under a fiduciary duty to account to the company for the proceeds of the sale, but retain therefrom any excess over the amount outstanding under this or any other contract or owing to the company on any account. In addition the company shall be entitled to make a claim directly against the customers for any purchases monies unpaid by such customer provided that the company shall return to the customer any monies recovered in excess of the amount then owed by the customer to the company, together with costs and expenses involved in making such a claim.

13. The seller shall be entitled to charge interest at the rate of 2% per month on all payments which are overdue and shall be further entitled in the event of any payment being overdue, to cancel or suspend any further deliveries under this contract between the parties hereto.

14. All material orders that are cancelled after cutting will be subject to a 7.5% handling charge.

15. Any goods returned will be subject to a 7.5% surcharge.

16. A charge of £10.00 will be levied on any cheques that require representing, in order to defray our bank charges.

17. These conditions shall be governed by and construed in accordance with English Law and the parties submit to the jurisdiction of the English Courts.

TERMS

Accounts are payable on the 30th of the month following invoice date. A 2.5% settlement discount will be allowed on account payments received by the 10th of the month following the date of invoice. If payment of Account not received by the end of the month following invoice, we reserve the right to suspend the Account until payment is received without further notice.