Conditions of Sale

1. All contracts of sale will be subject to these conditions and all terms and conditions appearing in the Buyer’s orders which are inconsistent, therewith, shall have no effect. Any variation in these conditions will be binding only if confirmed in writing by the Seller.

2. The Seller will use its best endeavors to make delivery by the date acknowledged, but the Seller shall not be liable for any expense, loss or damage whatsoever suffered by the Buyer as a result of the Seller for whatever reason not delivering by the date acknowledged.

3. In the event that goods supplied are not in accordance with the contract, the Seller shall at his option repair or replace the goods, provided the Buyer notifies the Seller of the defects within six months of delivery.

4. The Seller does not warrant that goods or services supplied are fit for any particular purpose.

5. Where material is supplied to the Company for re-sharpening, heat treatment or any other process, the Company shall not be liable for any loss of material resulting from damage, defective workmanship or any other cause.

6. The Seller shall not be liable for loss of profit, damaged plant or for any consequential loss or damage sustained by the Buyer by reason of any breach of the contract by Seller.

7. PATENTS AND COPYRIGHTS – In all cases where materials are made to designs, processes or specifications furnished by the Buyer or adopted upon direction or advice of the Buyer, the Buyer shall agree to indemnify the Seller and save him harmless from and against all claims and damages, for infringement of any patents, copyright or trademarks on the design or process of such material.

8. TAXES – The price quoted herein are subject to the addition of any new increase of existing taxes, custom or excise tax which may be imposed by any Government or Authority affecting the cost of the manufacture, sale or delivery of the material covered herein.

9. OWNERSHIP – The property in the goods shall not pass to the Buyer until the goods have been paid for in full by the Buyer.

10. Payment shall be made at the time specified by the Seller. No discount or deduction may be taken except as greed in writing by the Seller. The Seller shall be entitled to charge interest on all overdue payments. Each part delivery shall be paid at the time specified and the Buyer shall not withhold payment on the grounds that his order is incomplete.

11. The Company shall be entitled without prejudice to its other rights and remedies either to terminate wholly or partly every supply contract between itself and the buyers or to suspend any further deliveries under any or every contract if –

A. Any debt is overdue and unpaid by the Buyers to the Company or

B. the Buyers have failed to provide any letter of credit, bill of exchange or any other security required by the contract.

B. the Buyers have rejected, returned or failed to take delivery of any goods tendered by the Company otherwise that in accordance with the Buyers contractual rights.

D.the Buyers being a body corporate become insolvent, or pass a resolution or suffer an order of the Court to be made for their winding up, or have had a receiver appointed (or carry out or undergo analogous act or proceeding under foreign law), being an individual or partnership become insolvent or suspend payment in whole or in part or propose or enter into any composition or arrangement with his or their creditors or have had a receiving order in bankruptcy made against him or them, or carry out or undergo any analogous act proceeding under foreign law.

 

The Company shall be entitled to exercise its aforesaid right of termination or suspension at any time during which the event or default giving rise thereto has not ceased or being remedied.

12. The Buyers shall not be entitled to withhold payment of any amount payable under the contract to the Company because of any disputed claim of the Buyers, nor shall the Buyers be entitled to set off against any amount payable under the Contract to the Company or any monies which are not presently payable by the Company or for which the Company disputes liability.

13. OVERSHIPMENTS – We do not over/undership one and two piece orders. We normally will over/undership any order of three pieces or more by one piece or 10% whichever is greater. We do not overship off-the-shelf items. Because of the inherent risk involved in the manufacture of special tools, this is the Customers’ guarantee that he will have enough tools for his production needs. We will not overship an order if told not to, however, if the customer will not accept overshipments he must then accept undershipments in the amount of 20% in the event they occur.

14. Cancellation charges: In the event that an order for Special Cutting Tools is cancelled after production has started, cancellation charges will apply for costs incurred by us to the date of cancellation. There will be no cancellation charges for Standard Cutting Tools in the event of an order being cancelled prior to shipping.

15. All matters arising in relation to the sale shall be construed and take effect according to the laws of the Republic of Ireland.