1. Application of Conditions
All goods sold by the Seller (Spark Emerging Technologies Ltd) to the buyer are subject to these terms and conditions. No representative, agent or sales person has the Sellers authority to vary, amend or waive these conditions and variations or amendments will not apply unless agreed in writing by the Seller.
2. Prices
All quoted prices are exclusive of delivery, VAT, custom duties and all other applicable taxes which will be added to all invoices at the prevailing rate on the day of invoice. The price pay- able will be the Sellers price as stated in the current price list. The Seller reserves the right to alter pricing with- out prior notice.
3. Payment & Settlement Terms
Buyers may apply for credit facilities subject to the Sellers credit application form being successfully completed. Credit will be granted at the discretion of the Seller.
Payment will also be accepted by BACS, banker’s cheque and direct transfer of funds. In this in- stance, orders will not be shipped until the funds have cleared.
Credit invoices are due for payment within 7 days of invoice date and the Buyer is required to make payment in the currency stated on the invoice. If payment is not made when due, the Seller reserves the right to charge interest on overdue invoices on a daily basis under the provisions for Late Payment of Commercial Debts (Interest) Bill 1998. The Seller also reserves the right to suspend or cancel credit facilities if payments are not received on time.
4. Cancellation
By agreeing to the terms outlined in correspondence with Spark, any client agree to on cancellation of order forfeit the right of return of deposit ;- and/or any payment made prior to cancellation.
5. Intellectual Property
Agreement:
a) The named buyer agrees that all information and materials (including without limitation, designs, drawings, sketches, documents, plans, models and prototypes) disclosed or supplied to the buyer by Seller Spark Emerging Technologies Ltd) are and will be owned by Spark Emerging Technologies Ltd until the total project value from the boxes selected above (UK Sterling) is paid for in FULL and are and will be confidential between Spark Emerging Technologies Ltd and the Buyer.
b) The buyer undertakes to the Seller (Spark Emerging Technologies Ltd) that no such materials (or any part thereof) will be adapted, copied, reproduced, retained, dis- closed or offered for sale by any person after delivery to the client without the express written consent of Spark Emerging Technologies Ltd from 1/8/19.
6. Ownership
Excluding a separate revenue share deal or SLA Agreement, or Heads of Terms, the Seller shall retain title to and ownership of all goods until payment has been received in full or ongoing revenues if partnership arrangement agreed at the start of the project. Risk in the goods shall pass to the Buyer on delivery.
7. Availability
The Seller will advise the Buyer of the estimated availability of a product at the time of order. The Seller shall not be liable for the consequences of any delay in fulfilling a Buyers order regardless of the reason
8. Deliveries
The Seller shall inspect all orders prior to signing the carrier’s consignment note and any damage or short delivery should be noted on the consignment note. The Buyer must notify the Seller of all claims in writing within 4 days of the Sellers dispatch. The Seller will not be responsible for any loss or damage where the goods have been despatched by a carrier nominated by the Buyer.
9. Return of Goods
Goods, which have been customised, specially manufactured or purchased in accordance with the Buyers instructions, may not be returned for credit.
10. Force Majeure
The Seller shall not be liable for any delay or failure under this contract if the delay or failure is as a result of circumstances outside the reasonable control of the Seller.
11. Governing Law
English law shall govern the contract and all parties will be subject to jurisdiction of the English courts.
