Rayware Ltd - Terms and Conditions

5.4 The Customer shall pay the Company the current market value of any pallets used to make delivery of Goods unless such pallets are returned or delivered up to the Company on demand.

6

Payment

6.1 The Company may invoice the Customer for the Goods on or at any time after the completion of delivery of the Goods. If the Customer wishes to collect the Goods, then this shall be agreed in writing with the Company and the Company may invoice the Customer for the Goods on or at any time after the Goods are made available for collection.

6.2 The Customer shall pay the Company in full for all Goods within thirty days of the date of the invoice for the Goods, unless otherwise agreed in writing by the Company, in full and in cleared funds to a bank account nominated in writing by the Company. Time for payment shall be of the essence of the Contract.

6.3 The Company may deliver or allow the Customer to collect Goods by instalments and each instalment shall be invoiced (in accordance with Clause 6.1) and paid for separately. Where the Contract is to be or may be fulfilled in separate instalments, each instalment shall be deemed to constitute a separate contract to which these Conditions apply, and payment shall be due accordingly. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment. 6.4 Without prejudice to the Company's other rights or remedies, the Company shall at its discretion be entitled to charge interest on a daily basis on any overdue account of the Customer, both before and after any judgment, at the rate of 4 per cent over the Bank of England’s base rate from time to time, but at 4 per cent a year for any period when the base rate is below 0%. Interest will accrue on a daily basis from the due date until the date of actual payment.

7

Delivery

7.1 The Company will use its reasonable endeavours to deliver, or prepare for collection, Goods on quoted delivery or collection dates to the location set out in the Order or such other location agreed between the parties in writing from time to time ( Delivery Location ). However, such dates are approximate only and time of delivery/collection shall not be of the essence to the Contract and the Company shall incur no liability for failure to deliver or prepare for collection Goods by any such dates. Additionally, the Company shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the Customer's failure to provide the Company with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

7.2 The Company shall send a delivery note by email to the Customer’s email address held on file by the Company at or around the time of despatch of the Goods that shows the date of the Order, the type and quantity of the Goods (including the code number of the Goods, where applicable), and any special storage instructions.

7.3 Delivery is complete on the completion of the unloading of the Goods at the Delivery Location if the Company is delivering the Goods, or upon loading of the Goods at the Delivery Location if the Customer is collecting the Goods.

7.4 If the Company fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. The Company shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event or the Customer's failure to provide the Company with adequate delivery instructions, any other instructions or obligations that are relevant to the supply of the Goods.

7.5 If the Customer fails to take or accept delivery of the Goods on the date the Company notifies the Customer that the Goods are to be delivered or are ready for collection, then, except where such failure or delay is caused by a Force Majeure Event or the Company's failure to comply with its obligations under the Contract:

7.5.1 delivery of the Goods shall be deemed to have been completed at 9.00 am on the day on which the Company provided the Customer such notification; and

7.5.2 the Company shall store the Goods until actual delivery takes place, and the Customer shall indemnify the Company for all storage and other costs incurred (including insurance).

7.6 If 30 days after the day on which the Company notified the Customer that the Goods were ready in accordance with Clause 7.5, and the Customer has not taken or accepted actual delivery of them, the Company may resell or otherwise dispose of part or all of the Goods and, after deducting storage and other incurred costs (in accordance with Clause 7.5.2) and selling costs, and charge the Customer for any shortfall below the price of the Goods.

8

Examination & Acceptance

8.1 The Customer shall examine the Goods upon collection or delivery and notify the Company in writing of any breakages, shortages or defects within 3 Business Days of collection or delivery.

8.2 Subject to any notification made by the Customer under Clause 8.1, the Goods shall be conclusively presumed to have been accepted by the Customer after a period of 3 Business Days has elapsed from the date on which such Goods were collected by or delivered to the Customer.

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