GENERAL CONDITIONS OF SALE AND SUPPLY
RACE INDUSTRIAL (PRODUCTS) LIMITED

1. GENERAL.
Race Industrial (Products) Limited only sells or supplies goods or services on these conditions, which in case of conflict shall override any terms or conditions imposed by you and which can only be varied by in writing signed by the duly authorised representative of the supplying company concerned. Each sale contract between you and ourselves as the supplying company is herein referred to as “The Contract”.

2. ACCEPTANCE.
Our quotations and estimates are without commitment and an order is not binding on us unless (expressly or impliedly) we accept it.

3. PRICES.
Unless we agree otherwise in writing, our prices are quoted delivered UK address for UK sales (subject to minimum delivery quantity) and FOB UK port for international sales and any further packing or loading or carriage and insurance charges are accordingly payable in addition to quoted prices. We shall be free to increase quoted prices (whether accepted or not) to cover variations in cost to us of materials, manufacture, carriage and insurance when variations in such costs arise between the date of quotation and the date of completion of the
contract. Prices quoted are exclusive of value added tax.

4. PAYMENT.
4.1 Unless we agree otherwise in writing our terms of payment are (for UK sales) that each invoice is payable in full by the 20th of the month
following the month of delivery and (for international sales) that payment is made to us in full prior to delivery. All payments shall be made in
sterling at our head office in Brierley Hill.
4.2 We reserve the right at any time to charge interest on a day to day basis (at an annual rate of 6%) over the sterling base rate from the due
date on late payments and as well after as before any judgement.

5. PERFORMANCE.
5.1 Delivery and completion dates quoted by us or included in the contract are given in good faith but are estimates only and without engagement.
5.2 Part deliveries (in accordance with the contract or, with reasonable justification, as a departure from the contract) shall be deemed to represent
separate contracts.
5.3 Without prejudice to any other right we may have we shall be entitled to charge for abortive delivery costs, storage and associated costs should
you be unavailable for or refuse or defer delivery.
5.4 We do not supply goods or undertake work on approval and goods are not returnable except with our express written agreement.

6. TITLE AND RISK
6.1 Title to goods supplied by us remains vested in us until the purchase price and all other monies owing by you in relation to those goods or the price are paid in full.
6.2 Pending such payment such goods shall be kept separate and insured to their full value by you and in all respects held by you as bailee for us. We shall be entitled at any time to inspect and/or repossess our goods and you will allow and procure for us any necessary access therefore.
6.3 In the case of goods intended by you (at the time of your order) for resale in the normal course of your trading you shall, notwithstanding that the goods have remained our property, have liberty (for so long as we shall not have repossess the goods and as no event conferring a right of termination under 10 below shall have occurred to sell such goods on a disposal in good faith for full value in the normal course of such trading and title shall pass to you immediately prior to its passing on such sale. In case of other goods you shall while the goods remain our
property not dispose or permit disposal of them.
6.4 The risk of any loss, deterioration or damage shall nevertheless be borne by you from the moment of appropriation of goods to the contract except to such extent (if any) as we may have the benefit of insurance against such risk.

7. CLAIMS
Without prejudice to 6.4 above, we shall have no liability arising out of non-delivery or damage in transit except (but only in respect of goods delivered or intended for delivery in or in transit in the UK) where the appropriate claim is received by us in writing within the appropriate period specified below (or, in the case of transit of goods by carrier, such shorter period known or which should reasonably be known to you) as the relevant carrier may lawfully require as a condition of its liability. The period referred to shall be 14 days from the date you receive our
notification of despatch in the case of non-delivery and 3 days from the date of delivery in the case of shortage in delivery, deterioration or damage in transit.

8. WARRANTIES.
8.1 The warranty under this condition is additional to any written warranty separately given to you by us and (subject to 8.2 below) all other warranties implied by common law, statute or otherwise.
8.2 Except where we specifically otherwise agree in writing, we offer no (and shall have no liability under any) warranty or condition (express or implied) in respect of goods, materials or services of our suppliers or sub-contractors but we will (where we consider it appropriate and practical to do so) assist you to obtain the benefit of such warranties as are available from them in favour of first users of goods or services.
8.3 Subject to 8.2 above we warrant (subject to the limitations set out in this condition and in 9 below) that if goods of our own manufacture or services provided by us prove under normal conditions not to be free from defects in workmanship we will (at our election) repair or replace free of charge any goods (or the relevant constituent parts) or re-execute free of charge any such services which, in either case we find upon examination (for which you shall accord us full facilities) to have been so defective. This warranty is subject to the following limitations;
8.3.1 We shall be under no obligation to make good fair wear and tear or to make good faults or damage arising from, impact, modification, inappropriate use or treatment, incorrect handling or failure to comply with use or maintenance instructions, or exposure to corrosive substances.
8.3.2 The benefit of the warranty shall only apply to you as our original customer
8.3.3 Except where we specifically otherwise agree in writing warranty claims must be notified (in detail) to us in writing within 52 weeks of delivery or (in the case of services) practical completion and (in every case where our interests may be prejudiced by late notification) within 30 days of the grounds for the claim becoming apparent or discoverable on reasonable examination and all claims not so notified shall be deemed to have been waived.

9. LIMITATION OF LIABILITIES AND INDEMNITY.
We (and our employees and agents on whose behalf we contract for the purpose) shall in no circumstances be liable to you or to third parties for any loss of profit or consequential loss or damage, whether in respect of breach of the contract or of any collateral contract or in respect of negligence or any representation.

10. TERMINATION.
We may by notice to you terminate our supply and/or service obligation if you are in breach of the contract or any other contract with us (such breach, if remediable, not having been remedied within 7 days of notice from us) or any judgement against you is unsatisfied for 14 days or (being an individual) you die or commit any act of bankruptcy or (being a corporation) you enter liquidation or receivership or any event analogous to any of the foregoing- shall happen in any other jurisdiction and any ouch termination shall be without prejudice to your obligations
and our rights under the contract save that (in respect of amounts paid by you) you shall be entitled to credit (subject to our right of set against any liabilities on any account) amounting to the lesser of the price under the contract with you in relation to, and the proceeds (less costs) of our subsequent disposal of, any goods which we have not delivered or which we repossess.

11. ASSIGNMENT.
You may not assign the contract or any rights thereunder without our prior written consent

12. DELIVERY.
We reserve the right to cancel orders if you have incorrectly entered your delivery location which results in increase or non-standard delivery charges.