1. Extent of Contract
The provisions of these Terms and Conditions of Sale shall not prejudice such statutory rights (if any) as may, notwithstanding those Conditions of Sale, be guaranteed to the Buyer by virtue of the Sale of Goods Act, save and to such extent as it may be deemed lawful to exclude same in relation to any particular sale. All quotations are made and all orders are accepted only upon and subject to these Conditions however so made by the Buyer will be accepted.
Unless previously withdrawn, every quotation is subject to change without notice. IORESOURCE LTD reserves the right to withdraw after acceptance by the Buyer where IORESOURCE LTD is not satisfied by the credit worthiness of the Buyer.
All orders are accepted and quotations given at prices ruling when the order is accepted or the quotation given IORESOURCE LTD reserves the right to alter its prices as well as the specifications of its goods at any time. Unless otherwise stated, all prices are exclusive of delivery charge, taxes, duty or VAT payable or assessable on any sale to the Buyer. The Buyer shall pay interest on any outstanding balances due in respect of goods supplied by IORESOURCE LTD, at such rates as may be fixed by IORESOURCE LTD from time to time. Such interest (which shall not in any event exceed 2% per month) shall be calculated monthly from the date on which the outstanding balance is accrued due until the date on which payment in full is received by IORESOURCE LTD and shall be added to the principal sums from time to time. IORESOURCE LTD reserves the right at any time and at its absolute discretion to revoke or vary any credit extended to the Buyer including the credit period referred to above.
4. Delivery and Risk
Any despatch, delivery, installation or completion date quoted are not guaranteed and do not form a part of this contract IORESOURCE LTD will endeavour to keep any stated date, but shall not be liable for any loss, damage or expense resulting from any delay however so caused. Upon delivery of the goods to the Buyer or Buyers agent all risks whether insurable or not relating to the goods shall pass to the Buyer.
5. Reservation of Title
The property and title in all Goods supplied by IORESOURCE LTD to the Buyer shall notwithstanding delivery and passing risk remain in IORESOURCE LTD until the full amount of the purchase price together with all sums due by the customer to IORESOURCE LTD have been paid in full. If any amount owing by the Buyer to IORESOURCE LTD is due and unpaid, then IORESOURCE LTD may without prejudice to any of its other rights or remedies repossess and resell any or all of the goods to which such amounts relate and for that purpose the customer hereby authorises IORESOURCE LTD, its Servants or Agents to enter upon its premises at all reasonable times and without notice to the Buyer. If the Buyer shall sell any goods delivered in such manner as to pass a third party a valid title to the goods, the Buyer shall hold the proceeds of such sale on trust for the seller, providing that nothing herein shall constitute the Buyer the agent of the seller for the purposes of any such sub-sale and also providing that the Buyer shall not be entitled to sell such goods after the appointment of a Receiver to its property, or has been placed in liquidation, or not being a Company, has committed an act of bankruptcy.
Goods sold by IORESOURCE LTD to the Buyer are warranted against defects in workmanship and material during the period of the warranty. IORESOURCE LTD will make good by replacement or repair at its option any defect in any products which appears under normal use within the warranty period provided that the product has been serviced, maintained, installed and used properly in accordance with the instructions and has not been subject to any neglect misuse or accident. The warranty is valid only if written notice of any alleged defect is given to IORESOURCE LTD within 10 days after the discovery of such defect is proved or to be caused by faulty material or workmanship. Except for the express warranties stated above, IORESOURCE LTD disclaims all other warranties or conditions whether expressed or implied by law.
7. Limitation of Liability
IORESOURCE LTD shall have no liability to the Buyer for indirect or consequential loss, damage, injure or expense of any nature of description howsoever arising except to the extent of that expressly provided herein.
8. Insolvency of Customer
In the event of the Buyer being declared bankrupt, having a receiver appointed, a petition presented or a resolution passed for its winding up, all sums unpaid by the Buyer for goods supplied by IORESOURCE LTD become due and IORESOURCE LTD shall be entitled to cancel the contract or suspend any further deliveries under the contract without any liability to the Buyer. The Buyers right to deal in the ordinary course of business or otherwise sell or dispose of goods in which the title and property remains with IORESOURCE LTD shall automatically and immediately terminate and all goods to which IORESOURCE LTD holds title shall be returned at the expense of the Buyer without reference to any third party.
9. Re-export Control
If in event that the Buyer wishes to export items purchased from IORESOURCE LTD then the Buyer undertakes to comply with the export control regulations, including in particular, the requirements of the USA regulatory body and any other specific requirements, which may be required from time to time.
10. Governing Laws
These conditions of sale and all other express terms herein shall be governed by and construed in all respects in accordance with the laws of the Republic of Ireland and the forum for settling any dispute thereunder shall be the Irish Courts.
Paragraph headings in these Terms and Conditions of Sale are for ease of reference only and shall have no legal significance whatsoever.