Excellence in Spring Technology

Terms and Conditions of Sale


Orders are accepted on these Terms and Conditions. No subsequent Terms or Conditions stipulated by the Purchaser shall amend or vary the following conditions except so far as expressly agreed by us in writing. These terms shall automatically take priority over the Purchaser’s Conditions of Purchase, and the Purchaser’s act of providing a delivery instruction constitutes an unqualified acceptance of these Terms and Conditions.


The prices quoted by us are those ruling at the date of quotation and are held for a period of 90 days only, after which they shall be subject to confirmation. All prices are exclusive of delivery charges and are subject to the rate of VAT ruling at the date of despatch as well as to any other statutory taxes or levies which may be imposed on the transaction. Shipments will not be insured unless specifically requested on the Purchaser’s order.


a) Payment for each consignment shall be made not later than 30 days following the date of despatch from our factory as shown on the delivery note, unless other arrangements have been agreed as part of the contract.

b) We reserve the right to charge interest on all unpaid invoices once they become due for payment at the rate of 3% above our bank base rate in force from time to time.

c) Without prejudice to the foregoing, if payment is not received by the due date, or the Purchaser commits an act of bankruptcy or makes any composition or agreement with his creditors or, being a limited company, goes into liquidation or has a receiver appointed, we shall be entitled to suspend deliveries and/or by notice to the Purchaser terminate the contract without prejudice to any rights we may have against the Purchaser.

d) Notwithstanding delivery, the legal and beneficial title in all goods shall not pass to the Purchaser unless or until the Purchaser makes full payment to us of the full contract price (including interest where appropriate) for the goods and all other goods supplied by us to the Purchaser. We shall be entitled at any time to repossess the goods and for this purpose shall be given unrestricted access by the Purchaser to any premises of the Purchaser.

e) In the event that the goods are incorporated in or utilised in the manufacture of other products of the Purchaser, the product thereof shall become and/or shall be deemed to be for all purposes our property.

f) In the event of the Purchaser selling the goods either directly or indirectly as part of larger equipment before payment has been made to us, the proceeds from the Purchaser’s sale shall be held in trust for us and not until payment for the full contract price has been received by us, shall the Purchaser be entitled to transfer any of the monies to any other account. We shall be entitled to any interest of such account.

Purchaser’s Material

Free issue material supplied to us by the Purchaser shall be accepted only if received in good condition. We shall not be responsible for the replacement of rejected goods manufactured from Purchaser’s material, where the cause for the rejection is the material.


a) Dates: Any date for delivery quoted by us is approximate only. Failure by us to comply with any such date shall not constitute a breach of contract and shall not entitle the Purchaser to treat the contract as terminated or to any other remedy against us.

b) Acceptance: Refusal by the Purchaser to accept delivery at the specified time without valid reason shall entitle us to make any additional charge as may have been incurred by us in effecting re-delivery.

c) Payment: We reserve the right to delay and/or withhold delivery if the Purchaser has any indebtedness owing to us.

d) Over Delivery: Unless the Purchaser specifically indicates when ordering that he requires an exact amount we reserve the right to deliver against the contract an excess or deficiency of not exceeding 10% of the quantity ordered. The Purchaser will pay for the actual quantity delivered.

e) Delivery Delay: We shall not be liable for any inability to comply with our obligations under an order due to any cause whatsoever beyond our reasonable control, including (but not limited thereto) war, riot, strike or lock-out, act of God, storm, fire, earthquake, explosion, flood, confiscation, action of any government or government agency, and time for delivery shall be extended by a period corresponding to the period of such inability provided always that either we or the Purchaser may give notice in writing to the other cancelling deliveries which should have been made during a period of force majeure in the event of such period extending beyond 84 consecutive days.

f) Non-Delivery Damage in Transit: The Purchaser shall advise us in writing within 4 days of despatch in the event of damage to or loss of goods in transit or non-receipt of goods.


We warrant the goods supplied against defective materials and/or faulty workmanship. We do not warrant, guarantee or hold out that the goods are of merchantable quality or fit for any purpose, whether such purpose is known to us or not.


We reserve the right to sub-contract any order in whole or in part and such goods shall be supplied on these Terms and Conditions. Items identified by * may not have been source by systems covered by BS 5750 registration.

Inspection and Claims

The contract shall be deemed to have been fully performed and the goods accepted by the Purchaser unless written notification is received by us within 30 days from the date of delivery of the goods. We will not accept the return of goods which are alleged to be faulty or defective unless one of our representatives has had an opportunity to inspect the goods. At our option replacement goods may be supplied to the Purchaser to satisfy (in whole or in part) any liability and such replacement goods shall be supplied on these Terms and Conditions. Our liability shall be limited to rework or replacement of the goods.


a) Except as mentioned in these Terms and Conditions, all other statements, warranties and conditions whether expressed or implied statutory or otherwise (other than with respect to our title to the goods) are hereby excluded.

b) These Terms and Conditions represent our entire liability under the contract and we shall not be liable in any event for consequential or indirect loss or damage arising from the order.

c) The Purchaser hereby agrees to indemnify us against all claims and expenses in respect of the goods or products, incorporating the goods except such liabilities as have been accepted by us in these Terms and Conditions.

d) Without prejudice to the generality of (c) above, the Purchaser hereby agrees to indemnify us against any liabilities, costs and/or expenses incurred by reason of any claim by any subsequent purchaser of the goods or of any product incorporating the goods arising from any defect or alleged defect in the goods or in such product except and to the extent that such liabilities, costs and expenses arise from a breach by us of our obligations under these Terms and Conditions.

e) The Purchaser hereby agrees to indemnify us against all claims, actions, liabilities and/or expenses in respect of any alleged breach of contract, tort, copyright, registered design, patent, trademark or other right arising from the Purchaser’s request for us to manufacture or supply any goods to the Purchaser’s design, specification, request or instructions.


Contracts cannot be cancelled except with our express written consent. Cancellations accepted by us after the commencement of manufacture shall be fully compensated by the Purchaser by payment of all expenses incurred up to the date of cancellation as well as in respect of any subsequent costs incurred by us by way of sub-contractors’ fees, material costs and/or cancellation expenses. Any goods returned to us will not be accepted for credit.


All charges made in respect of tooling relate to part cost only thereof and such tooling shall remain our property. The intellectual property rights remain the property of the Purchaser. We shall be prepared to manufacture goods using tooling supplied by the Purchaser but in these circumstances shall not accept responsibility for the dimensional accuracy of the finished goods.

Technical or Other Assistance

Any information or assistance given by us to the Purchaser is based on our experience and judgement and no warranty, expressed or implied, is made as to such information or assistance.

Governing Law

The contract and all matters arising out of or in connection therewith shall be governed by and interpreted in accordance with English Law. Jurisdiction will be in the Courts of England.

Last Revision

5th December 2002