SPC International

Terms & Conditions

  1. Interpretation

    • 1.1 In these conditions : BUYER means the person who accepts an offer for the sale of the Equipment or whose order for the Equipment has been accepted by SPC. SPC means SPC International Ltd. CONTRACT means the contract for the purchase and sale of the Equipment. WRITING includes facsimile transmission and comparable means of communication.

  2. Basis of the sale

    • 2.1 These conditions shall govern the Contract to the exclusion of any other terms and conditions.

    • 2.2 No variation to these Conditions shall be binding unless agreed in Writing between the authorised representatives of the Buyer and SPC.

    • 2.3 SPC's employees or agents are not authorised to make any representations concerning the Equipment unless confirmed by SPC in Writing.

  3. Terms of payment

    • 3.1 Time of payment of the price shall be of the essence of the Contract.

    • 3.2 If the Buyer fails to make any payment on the due date then without prejudice to any other right or remedy available to SPC, SPC shall be entitled to :

      • 3.2.1 cancel the Contract or suspend further deliveries to the Buyer;

      • 3.2.2 charge the Buyer interest on the amount unpaid at the rate of 3% per annum above National Westminster Bank’s base lending rate as at the date of the invoice for the Equipment in question, until payment in full is made.

  4. Delivery

    • 4.1 Time for delivery shall not be of the essence unless previously agreed by SPC in Writing.

    • 4.2 If SPC fails to deliver the Equipment for any reason other than any cause beyond SPC's reasonable control or the Buyer's fault, and SPC is accordingly liable to the Buyer, SPC's liability shall be limited to the excess (if any) of the cost to the Buyer (in the cheapest available market) of similar equipment to replace that not delivered over the price of the Equipment or 25 per cent of the price of the Equipment or £50,000, whichever is the least.

  5. Risk and property

    • 5.1 Risk of damage to or loss of the Equipment shall pass to the Buyer at the time of delivery or, if the Buyer wrongfully fails to take delivery of the Equipment, the time when SPC has tendered delivery of the Equipment.

    • 5.2 Notwithstanding delivery and the passing of risk in the Equipment, or any other provision of these Conditions, the property in the Equipment shall not pass to the Buyer until SPC has received payment in full of the price of the Equipment.

    • 5.3 Until such time as the property in the Equipment passes to the Buyer, the Buyer shall hold the Equipment as SPC's bailee.

    • 5.4 Until such time as the property in the Equipment passes to the Buyer, SPC shall be entitled at any time to require the Buyer to deliver up the Equipment to SPC and, if the Buyer fails to do so forthwith, to enter upon any premises of the Buyer or any third party where the Equipment are stored and repossess the Equipment.

  6. Warranties and liability

    • 6.1 Subject to the conditions set out below SPC warrants that, although the Equipment is used, it will be delivered in good electronic and mechanical working order.

    • 6.2 The above warranty is given by SPC subject to the following condition. SPC shall be under no liability in respect of any defect arising subsequent to delivery from wear and tear, wilful damage, negligence, abnormal working conditions, misuse or alteration or repair of the Equipment without SPC's approval.

    • 6.3 Any claim by the Buyer which is based on any defect in the quality or condition of the Equipment shall (whether or not delivery is refused by the Buyer) be notified to SPC within 90 days from the date of despatch. In the event that any defects are discovered, SPC reserves the right to repair such defects itself or through its agents. If the Buyer does not notify SPC as provided above, the Buyer shall not be entitled to reject the Equipment and SPC shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Equipment had been delivered in accordance with the Contract.

    • 6.4 Where any valid claim is made under clause 6.3, SPC shall be entitled to replace the Equipment (or any feature or part) free of charge or, at SPC's sole discretion, refund to the Buyer the price of the Equipment (or a proportionate part of the price), but SPC shall have no further liability to the Buyer.

    • 6.5 Except in respect of death or personal injury caused by SPC's negligence, SPC shall not be liable to the Buyer for any consequential loss or damage, costs, expenses or other claims for consequential compensation whatsoever which arise out of or in connection with the supply of the Equipment or its use or resale by the Buyer, except as expressly provided in these Conditions.

    • 6.6 SPC shall not be liable to the Buyer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of SPC's obligations in relation to the Equipment, if the delay or failure was due to any cause beyond SPC's reasonable control.

    • 6.7 Any damage to the Equipment caused by transport must be notified to SPC: verbally within 24 hours and in writing within 48 hours of delivery.

    • 6.8 Since SPC does not manufacture any of the Equipment that it supplies, it is unable to guarantee that it is Year 2000 compliant.

  7. Insolvency of buyer

    • 7.1 This clause applies if :

      • 7.1.1 the Buyer makes any voluntary arrangement with its creditors or becomes subject to an administration order or goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or

      • 7.1.2 the Buyer ceases, or threatens to cease, to carry on business.

    • 7.2 If this clause applies then, without prejudice to any other right or remedy available to SPC, SPC shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any further liability to the Buyer, and if the Equipment has been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement to the contrary.

  8. Exported Equipment

    • 8.1 The Buyer shall be responsible for complying with any legislation governing the importation of the Equipment into the country of destination.

  9. Risk and property

    • 9.1 No waiver by SPC of any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.

    • 9.2 This Contract shall be governed by the laws of England.

    • 9.3 The English courts shall have exclusive jurisdiction over all disputes arising from this contract.

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