The expression "the Supplier" in these conditions shall mean FIRST MARINE SERVICES. The expression "the Customer" shall mean any person, persons or company who has entered into a Contract with the Supplier. The expression "Quotation" shall mean a definitive fixed cost of a proposed undertaking. The expression "Estimate" shall mean a preliminary statement approximating the possible cost of a proposed undertaking. The expression "the Contract" shall mean any agreement, verbal or in writing, between the Supplier and the Customer and it is hereby agreed between the Customer and the Supplier that these Conditions of Sale shall be a component of that Contract. All goods and services are sold under these Conditions and no document of the Customer shall affect or contradict them unless such alterations are accepted by the Supplier in writing.
2. QUOTATIONS & ESTIMATES
A Quotation or Estimate by the Supplier does not constitute an offer and the Supplier reserves the absolute right to withdraw or revise any offer of Supply of Goods or Services at any time prior to the Supplier's acceptance of the Customer's order. Any quotation or estimate will hold a limit of validity for 30 days from the date of that document. Upon acceptance of the order 50% payment is required on installations and 100% on supplies including carriage costs, unless agreed otherwise in writing. All costings are based on as discussed/agreed locations, pipe runs, materials and tank dimensions. Any additional components or services requested and supplied will be at additional cost to the Customer to include labour, subsistence, expenses and travel costs which shall include excess baggage. Any deviation of the aforesaid or unreasonable delay caused by the Customer or by any of the Customer's Contractors will be charged accordingly. All labour charges will be rated at the agreed amount within the contract. Day rates are deemed to be an eight hour day, beyond which all costs incurred by the Supplier shall be charged accordingly to include labour and additional expenses to the Customer. All work methods, techniques and sequence will be at the absolute discretion of the Supplier.
Unless otherwise agreed in writing, payment terms are nett cash or bank transfer upon completion of works or receipt of invoice. Any governmental or other tax imposition, levy or charge payable by the Supplier in respect of the goods or service may be added to the purchase price of the goods and shall be paid by the Customer. Contra accounting is not accepted. Compound interest shall be payable per day on unpaid invoices at twelve per cent above Bank of England base rate from the date that payment is due until invoices are paid in full, in addition to collection costs. The Supplier retains full title to all goods supplied until paid for in full. The Customer agrees to allow the Supplier, at any time, to access without let or hindrance the Customer's vessel, ship, aircraft or premises to recover or disable the goods, in whatever location those goods may be to which the supplier has title as outlined above. In addition the Customer agrees that the Supplier is exercised Lien over the Customer's vessel, ship or aircraft without further application in order to take possession of the vessel, ship or aircraft and to repossess such goods and/or to recover any outstanding costs.
In the event of loss or damage or non-delivery of goods or services the Customer must advise the Carrier and the Supplier in writing within the following time limits:
a. In the case of partial loss or damage or part delivery of goods or services, within three days of the delivery of the whole consignment.
b. In the case of non-delivery of the consignment to a Customer in the UK within 14 days of invoice of the same by the Supplier.
c. In the case of non-delivery of the whole consignment to a Customer outside the UK, within thirty days of the Bill of Lading.
The Supplier may deliver against any order an excess or deficiency up to 10% of weight or volume ordered and payment shall be made accordingly by the Customer.
All Risk shall pass to the Customer immediately upon delivery or installation.
If the Customer refuses or fails to take delivery of goods or services tendered in accordance with the Contract then the Supplier shall be entitled to immediate payment in full for the goods or services so tendered.
Where goods or services are exported to any country the Supplier shall be under no obligation to obtain any consents, permits or licenses required for the export of goods from one country and the import thereof into another and further the Supplier shall not be responsible for ensuring that the goods comply with any packaging, labelling, compositional or other legal or authoritative requirement of the country of import. Where installation is carried out in any country, all costs including travel, excess baggage for tools and/or parts, accommodation and subsistence, will be borne by the Customer.
All Concept & Design Copyright remain the absolute property of the Supplier unless agreed otherwise in writing. Notwithstanding delivery and the passing of risk, property in and title to the goods shall remain with the Supplier until the Supplier has received payment of the full price of (a) all goods the subject of the Contract and (b) all other goods supplied by the Supplier to the Customer under any Contract whatsoever. Until all goods and services are paid for in full to the Supplier, any warranty implied or otherwise is forfeit by the Customer. Payment of the full price shall include, without limitations, the amount of any interest or other sum payable under the terms of this and all other Contracts between the Supplier and the Customer. The Customer shall have possession of the goods as bailee for the Supplier and shall store the goods in such a way to enable them to be identifiable as the property of the Supplier, unless the Customer is purchasing the goods for re-sale to a third party, in which case any monies paid for such goods to the Customer shall be held on trust for the Supplier and kept separate from the Customer's money.
If the goods are processed such as to render them no longer identifiable as the property of the Supplier, then the articles hereby produced shall be the property of the Supplier jointly with other persons whose goods have been utilised in such articles, until the Customer has paid in full for all amounts outstanding to the Supplier, as covered in the preceding paragraph. Monies paid for such articles to the Customer shall be held on trust for the Supplier jointly with such other persons and kept separate from the Customer's money.
8. FORCE MAJEURE
The Supplier shall not be held liable for any delay or failure in carrying out its obligations under the Contract to the extent that such failure or delay is caused or contributed to by any act of God, war, terrorist activity, civil disturbance, riot, strike, lockout, trade dispute, breakdown, failure to obtain necessary raw materials, accident or any other happening or event whatsoever (whether or not of any kind similar to those before mentioned) beyond the control of the Supplier.
If due to such events the Supplier has insufficient stocks, employees or staff to meet all its commitments the Supplier shall apportion available stocks and services between the Supplier's Customers at the Suppliers sole discretion.
The Customer shall meet the costs of any special packaging requested by the Customer. The Supplier shall be entitled to invoice the Customer for the cost of all pallets and returnable packaging if not returned within 30 days.
10. INSOLVENCY OR DEFAULT
If the Customer shall make default in or commit a breach of the Contract or any other of his obligations to the Supplier or if the Customer shall become insolvent or bankrupt or make any composition or arrangement with creditors or being a company shall have a receiver appointed or enter into liquidation either voluntary or compulsory or if any execution of distress shall be levied against the Customer's goods the Supplier shall have the right to stop any goods in transit and/or suspend further deliveries/services and/or determine the Contract in writing to the Customer without incurring any liability to the Supplier in consequence.
11. WARRANTIES & LIABILITIES
The Sale of Goods will not be the subject of any implied warranty or condition save to the extent such implied Warranty or Condition might not be excluded by Contract. It is the responsibility of the Customer to ensure that the Supplier's products and services are suitable for the Customer's needs. As the Supplier has no control over the operating methods of neither the Customer, nor the purpose or nature of the intended application of the product, the Supplier will not accept liability for any loss or damage arising from the use made of the product or service by the Customer or the Customer's agents or guests. Customers are advised to insure themselves against their own liabilities, which might arise out of or in connection with their use of the Supplier's products, and to inform their Insurers of these Conditions of Sale.
All parts supplied or installed by the Supplier are normally covered by a twelve month guarantee from the date of supply or installation by the Supplier, except consumable and service parts. In the unlikely event of component failure, please notify us immediately and we will do our utmost to rectify, supply or replace the component at the earliest opportunity. Any replacement parts will be supplied free of charge, only if the failed component is returned to the Supplier for replacement or repair unless otherwise agreed in writing. Labour costs and expenses for replacement will be charged unless otherwise agreed in writing. Any modifications or repairs to any units or installations made by others without the Supplier's agreement or consent in writing, would negate any guarantee. The use and application of the goods must be in accordance with the advice as may be provided by the Supplier. The Supplier will not accept any liability for any loss or damage howsoever caused if the goods are employed or utilised in a manner inconsistent with any advice given by the Supplier. Should any damage or failure be self-inflicted by the Customer, his agent or guest, the Supplier will be entitled to charge the Customer all additional and associated costs for replacement. Customers are advised to fully evaluate the Suppliers products and services under all conditions to their own satisfaction. Where a shelf life or service life is specified for the goods in any relevant data sheet or document available to the Customer, the Supplier shall have no liability for any degradation to the goods after the expiry of such shelf life and for any resulting loss to the Customer or any other person or company.
12. ASBESTOS EXCLUSION
Any liability of whatsoever nature arising out of discovery, removing, disposing, distributing or storing of asbestos or products made entirely or partly of asbestos is excluded. Also if the discovery of any asbestos by the Supplier is unintentional and accidental and that upon discovery of asbestos or products made entirely or partly of asbestos, then all work immediately stops and an HSE licensed asbestos removal contractor is employed by the Supplier as soon as practicable to make safe the area in which the discovery is and who have Employer's and Public Liability Insurance in for limits no less than those stated on the Supplier's own such policies and that such work is excluded by the Supplier's own Employers and Public Liability policy. Any additional cost incurred by the Supplier relating to this Exclusion shall be borne by the Customer.
13. LAW and JURISDICTION
The Contract and these Conditions of Sale shall be subject to and construed in accordance with English Law and any dispute arising under this Contract will be decided in accordance with English Law. Furthermore, so far as the Contract is within or upon land based premises or upon a vessel, ship or aircraft, or goods moving upon a vessel, ship or aircraft, the Customer agrees to submit to the exclusive jurisdiction of the English High Court in London for all disputes arising under these Conditions of Sale and the Contract.
This 5th review of the above Conditions of Sale printed and published 1st AUGUST 2011 supersedes all others before published.
FIRST MARINE SERVICES, HOLT HATCH HOUSE, BLACKNEST, ALTON, HAMPSHIRE, GU34 4PX, UK Tel. +44(0)1420 23351 Fax. +44(0)1420 22821 Mob. +44(0)77 6666 4515