Terms and Conditions for SINNIS INTERNATIONAL LTD for the supply of motorcycles and parts.

Definitions

’The Company’ means SINNIS INTERNATIONAL LTD.

’Business Customer’ means a Customer being a limited company, firm or person seeking to purchase goods or services from the Company who has indicated that the goods supplied by the Company will be used in the course of its business or if the Customer uses the goods in the course of its business.

'Consumer' means a customer who is not a Business Customer.

'Customer' means either a Business Customer or Consumer.

'The Goods' means the goods, which the Company is to supply in accordance with these Terms and Conditions of sale.

'The Services' means the services, which the Company is to supply.

Application

These Terms and Conditions shall apply without modification and to the exclusion of all and any other conditions including any appearing in any quotation, form of acceptance, delivery form or other document or letter emanating from The Customer to The Company unless otherwise agreed by The Company Directors.

Some of these Terms and Conditions apply to Consumers or to Business Customers only. Such Terms and Conditions are marked accordingly.

All other clauses, where not specifically marked apply equally to both Consumers and Business Customers.

Quotations

All quotations, unless otherwise stated, are subject to acceptance within 30 days, after which time they shall lapse.

No Value Added Tax has been included unless specifically stated. VAT will be charged at the rate applicable at the time of delivery.

Prices may be subject to amendment on, or after, acceptance of any subsequent order to meet variation in costs.

Orders

Any order from The Customer will be subject to acceptance in writing by The Company.

All prices are subject to confirmation by The Company on receipt of the order.

The Customer should check all particulars of the order form and advise The Company immediately should there be any discrepancies.

Payment

Orders will be processed on receipt of the signed order form and payment in full unless otherwise agreed.

Payment can be made by cheque, bank transfer, banker’s draft or credit card. Please note that there is a 2% surcharge for payments made by credit card.

If payment is not paid on the Due Date:

where the Customer is a Business Customer the Company shall be entitled to recover from the Customer interest, payable at a rate of 8% over base rate, on any outstanding balance until the actual date of payment at the rate set under section 6 of the Late Payment of Commercial Debts (Interest) Act 1998; This right shall exist without prejudice to any other right of The Company.

where Customer is a Consumer the Company shall be entitled to charge the Customer interest at a rate equivalent to the rate set for business debts under section 6 of the Late Payment of Commercial Debts (Interest) Act 1998.

Any alleged shortage, delay, damage or defect shall not constitute valid grounds for a Customer to delay payment in respect of the Goods delivered and for the avoidance of doubt the Customer shall be required to pay for all Goods and materials supplied in respect of which there is an alleged claim for damage, delay, defect or variation from the terms of the delivery note or other default in accordance with the provision of the agreement.

Delivery

The Company’s normal delivery time is approximately 2 to 5 days from receipt of the signed order and deposit (cleared funds).

Any delivery dates made by The Company as to the date and time of delivery of goods, materials or services are an approximate estimate and The Company cannot be held responsible for any delay resulting in a delay in the delivery schedule.

Whilst every effort will be made to adhere to the quoted delivery date, The Company is not liable for any delay in the delivery of goods, nor is it liable if it is prevented from delivering goods, materials or services or executing work for any causes beyond its control. Such causes may include an Act of God, force majeure, war or hostilities, legislation, Government Order or direction, strike, lock-out, labour disturbance, civil commotion, fire, accident, breakdown of machinery or any lack of goods or materials required. In any such case The Company are to be released from any obligation to complete the contact with The Customer by a particular time. This right exists without prejudice to The Company’s right to recover payment for goods or materials already delivered or work already done.

Failure to deliver after the delivery date will not entitle The Customer to refuse a delivery tendered after such a date, repudiate the contract or make a claim for damages in respect of late delivery.

Delivery will be deemed to have been effected when the goods leave The Company’s premises or the premises of The Company’s supplier in circumstances where the goods are delivered direct from such suppliers.

The Customer will take delivery or accept the goods within a 14-day time limit from notification of the delivery date.

If the customer fails to accept the goods or give The Company adequate delivery instructions The Company will store the goods until delivery to The Customer. Storage charges may be applied at the prevailing weekly rate. If the customer refuses to take delivery within 1 month of the delivery notification date the Company will be entitled to cancel the contract and seek to recover all costs incurred in connection with the contract.

For supply only the delivery will be to the nearest hard metalled road surface. The Customer shall be entirely responsible for the unloading of the goods and the provision of suitable labour and equipment to do so.

The Company may decline to deliver if the Company believes that it would be unsafe, unlawful or unreasonably difficult to do so or the premises (or the access to them) are unsuitable for the Company’s vehicle.

Unless otherwise agreed by The Company all deliveries made or work done at the Customer’s request outside normal working hours will be subject to extra charges.

The Customer must carefully examine the goods and materials immediately on delivery. The Customer must inform The Company in writing within 3 days of delivery of any variance between the goods and materials delivered and the delivery note or defects or damage. The Customer must give the Company or the Company’s appointed carrier a fair and reasonable chance to inspect the damaged goods.

Any damage to vehicles must be recorded on the delivery note at the time of delivery.

The Company shall be under no liability where damage, short fall of goods or variation in the terms of the delivery note or defects are complained of by The Customer unless it is given reasonable opportunity by The Customer to inspect the goods and consignment packaging.

Regulations
The Company shall not be liable for any loss or damage whatever which may be occasioned by reason of the goods supplied not conforming to the Building Regulations or any other statutory regulations, nor for any liability under the Health and Safety at Work Act 1974 to a use of the goods by The Customer which has not previously been notified by The Customer to The Company and approved in writing prior to such use.

Passing of Property and Risk

All risk in the goods will pass to The Customer immediately on delivery of the goods to The Customer.

Until The Customer has paid The Company for the goods and all other goods supplied to him by The Company, The Customer holds the goods on trust for sale. If The Customer sells the goods The Customer shall hold the proceeds of sale on trust for sale of The Company in a separate bank account. If The Customer sells the goods The Company may by written demand require The Customer to assign to The Company The Customer’s rights to recover the price from a subsequent purchaser.

The Customer shall indemnify the Company in full with regard to all expenses and liabilities the Company may incur (directly or indirectly and including finance costs, legal costs, on a full indemnity basis and the costs of instructing a debt collection agency to recover a debt due to us, if any) following any breach by you of any of your obligations under these terms.

The Customer must not assign to any other person any rights from the sale of the goods without the written consent of The Company’s Directors. Where such consent is given it is conditional upon the assignee accepting the conditions between The Customer and The Company.

The Customer must insure the goods against all insurable risks for the price due to The Company for the goods.

If the goods are destroyed by an insured risk before The Customer has paid for them The Customer shall hold the proceeds as The Company’s trustee.

Cancellation

The Customer is not entitled to cancel the Contract without written agreement of The Company signed by a director of the Company.

In event of such agreed cancellation The Customer shall indemnify The Company fully against all expenses and losses. Claims and demands incurred up to the time of such cancellation including payment for such amount as the Company will be required to make to sub-contactors and other third parties as necessary.

The Company may suspend or cancel the order by written notice if:

the Customer fails to pay us any money when due (under the order or otherwise);

the Customer;

becomes insolvent or (in the case of an individual) becomes bankrupt or is deemed to be unable to pay its debt as they fall due, or;

enters into any composition or arrangement with its creditors generally.

the Customer failes to honour its obligations under these Terms and Conditions.

Warranties

The Company warrants that the goods:

Comply with their description on our acknowledgement of order form; and

Are free from any material defect at the time of delivery.

If materials are supplied by the Company at the specific request of the Customer to be a specific grade, no warranty is given that the grade will be suitable for the purposes required by the Customer.

Business Customers:

The Company gives no warranty (and exclude any warranty, term or condition that would otherwise be implied) as to the quality of the goods or their fitness for any purpose.

If the Customer believes that the Company has delivered goods which are defective in material or workmanship the Customer must:

Inform the Company (in writing) with full details within:

three days of delivery if defect, damage or variance is reasonably discoverable on careful examination on delivery; or

seven days of supply if defect, damage or variance is not reasonably discoverable on careful examination on delivery.

Any damage to vehicles must be recorded on the delivery note at the time of delivery and the Customer must allow the Company to investigate accordingly.

If the goods are found to be defective in material or workmanship (following our investigations) and the Customer has complied with these conditions in full, the Company will, at its option, repair or replace the goods or refund the price.

The Company shall not be liable to the Customer in contract, tort, negligence, breach of statutory duty or otherwise for any loss, damage, costs or expenses of any nature whatsoever incurred or suffered by the Customer (a) of an indirect or consequential nature or (b) which consists of any economic loss or other loss of turnover, profits, business or goodwill.

Where the Company is not the manufacturer of the goods supplied by third parties the Company’s liability is limited only to any benefit that the Company may receive under any manufacturer warranty or guarantee of the goods.

For all other liabilities not referred to elsewhere in these terms and conditions the Company’s liability is limited in damages to the price of the goods.

Nothing in these terms and conditions restricts or limits the Company’s liability for death or personal injury resulting from negligence.

Nothing in these terms affects or limits the Company’s liability for fraudulent misrepresentation.

Performance

Unless otherwise agreed in writing by The Company, The Customer must, at no cost to the Company:

provide a clear working area for The Company’s delivery.

Enforceability

Should any provisions of these terms and conditions be held by a competent authority to be invalid or unenforceable in whole or in part then the validity of the remaining provisions shall not thereby be affected.

Arbitration

The Company or The Customer may give written notice to the other of any question, dispute or difference, which may arise between them in relation to, or in connection with the contract, and they shall have the right to arrange a meeting between each other to discuss such matters. In the event that such a meeting is not arranged the same shall be referred to the arbitration of a person mutually agreed upon or failing agreement within one calendar month of some person appointed by the President for the time being of the institute of Arbitrators . The submission shall be deemed to be a submission within the meaning of the Arbitration Act 1950 or any other statutory modification or re-enactment thereof.

Jurisdiction

This contact shall in all respects be construed and operate as an English contract and in conformity with English Law and The Company and The Customer agree to submit to the jurisdiction of the English Courts.