Terms & Conditions
IBSA PHARMA LIMITED – TERMS AND CONDITIONS OF SALE (OCTOBER 2019)
1. Conditions of Sale
All goods sold by IBSA Pharma Limited (the Company) are sold subject to these Terms and Conditions.
By ordering any goods from the Company, the Customer will be deemed to have accepted that these Terms and Conditions take precedence over any other terms and conditions received.
No changes to these Terms and Conditions shall be binding unless agreed in writing by the Company.
2. Quotations and Prices
The prices quoted by the Company, whether written or oral, are subject to stock availability and whilst every endeavour will be made to supply at quoted prices, the Company reserves the right by notice given, whether orally or in writing, at any time before delivery to vary the price of the Goods.
If the Company has not received an acceptance within 28 days of the date of the quotation, the quotation will have deemed to have lapsed.
The price of the goods is exclusive of any taxes.
3. Payment
Unless otherwise agreed in writing, payment shall be made in full within 30 days from the date of the invoice. If any sums become overdue, the Company may suspend all further deliveries until full payment has been made. The Company may charge interest at a rate of 4% per annum above the NatWest bank rate on all invoices not settled on or before the invoice due date. Such interest shall run from the due date and accrue every month and part thereafter on the balance outstanding until full payment has been made.
4. Delivery
Unless otherwise agreed in writing, all Goods shall be despatched by a suitable method of delivery determined by the Company. Where special delivery arrangements are required, these must be agreed with the Company at the time the order is submitted, and The Company reserves the right to apply an additional delivery charge for special deliveries.
The Company shall have been deemed to have delivered the Goods at the time of arrival of the carrier of the goods at the Buyer’s place of delivery.
Any times quoted for delivery shall be treated as estimates only, and although the Company will endeavour to deliver goods without delay and to comply with reasonable delivery instructions, the Company shall not be liable for late delivery however caused, nor shall such failure to deliver be deemed to be a breach of contract.
5. Title
Title in the goods shall only pass from the Company to the Customer upon full payment by the Customer for all goods sold under contract. Whilst in accordance with this condition, goods delivered to the customer remain the property of the Company, the customer shall accept responsibility for the safe custody, protection and insurance of the goods until full payment has been made. 6. Claims
Upon delivery, the Customer shall be deemed to have accepted the goods unless the Customer notifies the Company in writing with reasonable details of the claim:
i) Within 2 working days if there is a discrepancy, visible damage or shortage in the goods delivered. ii) Within 2 working days from the date of despatch for non-receipt of goods.
The Company’s liability shall be limited to replacing the relevant goods or by issuing a credit note to the Buyer equal to the price paid for the Goods and the Company shall not be under any other liability whatsoever.
No claim will be met by the Company if, in the Company’s opinion:
i) The Goods have been misused or subjected to neglect or carelessness or dealt with contrary to any directions issued by the Company.
ii) The damage or defect arises as a result of the Buyer’s failure to comply with the conditions for storage of the goods issued by the Company, or generally as a result of the Buyer’s failure to comply with all applicable laws and guidelines, including Good Distribution Practice.
7. Buyer’s Warranty
The Buyer warrants that it has all the necessary licences to buy and sell the Goods and that it shall comply with all applicable laws relating to storage, handling, transports, use, distribution and sale of the Goods.
The Buyer warrants that the Goods shall only be resold by the Buyer in the original form as labelled, packaged and supplied by the Company without defacing, altering or adding to the labels or packaging and without breaking down or re-packing, unless the Buyer has obtained the Company’s prior written approval.
8. Cancellation by the Company
If the Customer fails to make payment when due, enters into any arrangement with its Creditors, appoints a receiver or passes a resolution for winding up, or of there is any breach by the Customer of any terms and conditions herein, the Company may suspend or cancel any further deliveries or cancel the contract as regards any Goods which remain to be delivered. 9. Liability
Subject to the Unfair Contract Terms Act 1977 and the “requirement of reasonableness”, in the event of any claim against the Company in respect of any manner whatsoever, the liability (if any) of the Company shall be limited to the replacement of the goods sold by the Company and under no circumstances shall the Company be liable to the Customer or any party for any consequential loss or damage whatsoever.
10. Proper Law
The conditions and all quotations, offers and acceptances shall be governed by and construed according to English Law.
IBSA Pharma Ltd, registered and incorporated under the laws of England and Wales under company number 03929804.
Business address 4-6 Colonial Business Park, Colonial Way Watford, Hertfordshire, WD24 4PR
