The SMI Catalogue - Product brochure - Page 541
4.2
Times for delivery or performance by SMI are
estimates only and time shall not be of the essence.
2.4
SMI may amend these terms and conditions from time
to time at its sole discretion.
4.3
3
PRICE AND PAYMENT
3.1
The price of the Products shall be as set out in the Price
Proposal. SMI reserves the right to increase the prices
of the Products at its sole discretion.
Delivery may take place by way of instalments in such
quantities as SMI may reasonably decide. Instalments
shall be separate obligations and no breach in respect
of one or more of them shall entitle the Customer to
cancel any subsequent instalment or repudiate the
Contract as a whole.
3.2
The price and other sums payable shall be exclusive of
any applicable VAT or other taxes and duties, which
shall be payable in addition.
4.4
3.3
Unless otherwise stated in a Price Proposal, delivery
charges shall be levied in addition to the price.
3.4
If SMI has agreed a fixed pricing arrangement with
Customer, such Fixed Fee shall only apply for the
duration set out in the Order Form (“Fixed Fee Period”).
On expiry of the Fixed Fee Period SMI may, at its sole
discretion, either (i) extend the Fixed Fee for a further
Fixed Fee Period, or (ii) move the Customer to SMI’s
standard pricing for its Products as it sees fit.
Notwithstanding any other provision of the Contract,
in the event of non-availability of any Products
ordered, SMI may deliver a reasonable substitute.
Substitution may affect the price payable by the
Customer. SMI shall notify the Customer of any
substitution and any resultant change in the price
payable by the Customer.
4.5
SMI shall be deemed to have accepted Products 2
Business Days after Delivery. After acceptance the
Customer shall not be entitled to reject Products which
are not in accordance with the Contract.
5
RISK AND PROPERTY
5.1
Risk of loss or damage to the Products shall pass to the
Customer at the time of Delivery of the Products.
5.2
Title to the Products, regardless of Delivery, shall not
pass to the Customer until the Customer has paid SMI
in full for those Products and VAT thereon, and all
other sums due from the Customer to SMI at that time.
SMI may attribute money received from the Customer
as being payment for any Products as SMI thinks fit,
regardless of the circumstances.
5.3
Until such time as the title in the Products has passed
to the Customer under Clause 5.2, the Customer shall:
3.5
3.6
3.9
For the avoidance of doubt, time of payment of any
invoices issued by SMI to the Customer shall be of the
essence. A failure by the Customer to pay any invoice
issued by SMI by the date on which payment is due
may constitute a material breach of this Contract, and
SMI shall be entitled to terminated the Contract in
accordance with clause 10.1.
Notwithstanding clauses 3.5 and 3.6 or any other
arrangements for provision of credit which SMI may
have agreed with the Customer in respect of the
Contract, the whole price of all Products bought or
agreed to be bought by the Customer shall be
immediately payable on demand upon the occurrence
of an Insolvency Event.
4
DELIVERY OF PRODUCTS
4.1
Delivery of the Products shall take place when they are
received by or on behalf of the Customer at the
Customer’s nominated delivery address (as agreed
between the parties in writing) (“Delivery”).
store and mark it in such a way that it is readily
identifiable as SMI’s property, and shall not mix
it with any other goods or equipment;
5.3.2
not remove, deface or obscure any identifying
mark or packaging on or relating to the
Products;
5.3.3
maintain the Products in a satisfactory
condition, and keep them insured against all
risks for their full price from the date of
Delivery;
5.3.4
not pledge or allow any encumbrance, lien,
charge or other interest to arise or be created
over the Products; and
5.3.5
not dispose of or deal with the Products or any
documents of title relating to it or any interest
in it, except that the Customer may, subject to
clause 5.3.3, on its own account use the
Products in the ordinary course of its business
operations, provided that the Customer’s right
to use the Products shall automatically cease if
the Customer is subject to an Insolvency Event.
If any of the following occur:
5.4.1
payment of an invoice becomes overdue by the
Customer;
5.4.2
the Customer is in breach of any of its
obligations under a Contract or any other
agreement between SMI and the Customer;
5.4.3
the Customer exercises any right to terminate a
Contract or any other agreement between SMI
and the Customer; or
5.4.4
if the Customer is subject to an Insolvency Event
or SMI reasonably expects that the Customer
will be subject to an Insolvency Event, then in
any such case:
5.4.5
SMI may by written notice terminate the
0330 441 3500
In the event that any sums owed to a SMI under a
Contract remains outstanding after the due date for
payment, SMI shall be entitled to charge interest on
the overdue amount from the due date to until
payment of the overdue sum at the statutory rate and
otherwise in accordance with the Late Payment of
Commercial Debts (Interest) Act 1998 (as amended).
5.4
5.3.1
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3.8
SMI may review the Credit Period assigned to the
Customer from time to time at its sole discretion. SMI
shall be entitled to revise the same as it may in its
absolute discretion decide (including removal
altogether forthwith). If the Credit Period assigned to
the Customer is removed at any such review SMI shall
notify the Customer in writing accordingly and such
removal shall apply: (a) with effect from deemed
receipt of such notice in accordance with clause 15.6
and (b) to any and all unpaid invoices issued to the
Customer by SMI which are as at the date of deemed
receipt of such notice (provided that interest for late
payment may only be charged with effect from the
date of deemed receipt of SMI’s notice to the Customer
that the Credit Period is removed), as well as to any
invoices issued by SMI to the Customer from and
including the date of deemed receipt of such notice.
SMIGROUPUK.COM
3.7
Payment shall be due without any set off, withholding,
deduction, abatement or counter-claim no later than
30 days from the end of the month stated on the
invoice (the “Credit Period”).
USEFUL INFORMATION GENERAL TERMS AND CONDITIONS OF SALE
these terms and conditions shall prevail unless
otherwise agreed by the parties in writing.
