TERMS & CONDITIONS



1. Unless otherwise agreed in writing, orders are only accepted on the following terms and conditions.
 
2. Quotations whether verbal or in writing, are subject to our written confirmation on receipt of the
customers order.
 
3. Quotations are valid for 30 days unless otherwise stated. Prices are ex-works and subject to an additional charge for packing, insurance and carriage. Value Added Tax at the rate ruling at date of invoice will be added. We reserve the right to amend prices to cover any increases in the costs of materials, services, or labour, which may arise prior to delivery.
 
4. Every endeavour will be made to deliver the correct quantity but when goods are specially manufactured, estimates are conditional upon margins of 10% allowance for overs or shortage, the same to be charged or deducted.

4.b. Every endeavour will be made to make sure that print colours match, however over time slight differences in print colour maybe seen, particularly between batches that are non-concurrent.
 
5. We reserve the right to charge for any drawings, designs or prototypes we produce, in the event of
them not being returned to us.
 
6. Any charges for Dies and/or Tools included in our quotation represent the full costs and the Die
and/or Tool become the property of the purchaser. We undertake to hold these, although we cannot
be held responsible for any loss or damage.
 
7. After 6 years from last use we reserve the right to use or dispose of Die/Tools without prior notification.
 
8. We shall be indemnified by the customer in respect of any claims, costs and expenses arising out of any infringement of copyright, patent, design or any other proprietary or personal rights of any third party contained in any material produced for the customer, who is responsible for obtaining any Licence or permission.
 
9. We shall not be liable for any loss to the customer arising from delay in transit not caused by us.

10. Where goods supplied are defective for any reason, our liability (if any) shall be limited to the rectification of the defect and shall not extend beyond the replacement of the faulty goods. All sales are made on the understanding that the customer will independently determine the suitability of the goods for their purpose. We do not accept liability for any goods which have been subjected to any further process after they have left our hands.
 
11. We shall not be responsible for loss if we are unable to carry out any provision of the contract for any reason beyond our control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or any other action taken by employees or owing to any inability to procure materials required for the performance of the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.

12. The risk in the goods passes to the customer upon delivery to the carrier but title in the goods remains vested in us and shall only pass from us to the customer upon full payment being made by the customer of all sums due to us. In the event of the goods being sold by the customer in such manner as to pass to a third party a valid title of the goods, whilst any such sums are due as aforesaid, the customer shall be the Trustee for us of the proceeds of such sale or to the claim for such proceeds and the customer shall place such proceeds in a separate account. The customer agrees that prior to the payment of the whole price of the goods we may at any time enter upon the customer's premises and remove the goods therefrom and that prior to such payment the customer shall keep the goods separate and identifiable for this purpose.
 
13. We and the Carrier must be informed in writing
(i) within seven days of the buyer's receipt of our invoice if the goods have not been delivered or
(ii) within three days of arrival of the goods, in the event of any deficiency or damage.
Unless credit terms have been agreed payment is due immediately on receipt of the goods.
 
14. Settlement of monthly accounts is to be made before the end of the month following the month our invoice is dated. Settlement terms are strictly net and we reserve the right to charge interest on overdue accounts at the rate of 3% over the Base Rate being applied by Barclays Banks plc at the time.
 
15. We advise any unincorporated Debtor that we will transfer their details and their account details to our financiers for the purpose of providing their services and for the following purposes, obtaining credit insurance, making credit reference agency searches, credit control, assessment and analysis (including credit scoring, market and product and statistical analysis), securitisation and protecting our interests. Details of our financiers and any credit reference agencies used by them will be made available on request. 
 
16. Should work be suspended at the request of, or delayed through any default of the customer for a period of 30 days, we shall then be entitled to payment for work already carried out, materials specially ordered and other additional costs.
 
17. Should expedited delivery be agreed, the extra costs may be charged to cover any overtime, air freight, special delivery, or any other additional costs involved.
 
18. These conditions and all other express terms of the contract shall be governed and construed in accordance with the laws of England.
 
Terms and Conditions of Sale
THE MERIT BADGE & REGALIA COMPANY LIMITED
REGISTERED IN ENGLAND No. 2644046. VAT No. 559 2026 37