Terms and Conditions

Terms and Conditions of Sale In these conditions COMPANY means Canonbury Products Ltd.;
CUSTOMER means the person, department, firm, company or organisation who received the
COMPANYS goods or to whom the COMPANYS quotation or invoice or acknowledgement of order is
addressed; GOODS mean the products or services supplied by the COMPANY to the CUSTOMER.

1) Conditions (a) The placing of an order with the COMPANY shall constitute unqualified acceptance of
these terms unless otherwise agreed in writing.
(b) GOODS supplied by the COMPANY are subject to these terms.

(c) If there is a conflict with the CUSTOMERS conditions and warranties the COMPANYS terms shall
prevail unless agreed in writing in advance by a Director of the COMPANY.

2) Costing/Prices (a) Quotations where given are without commitment and no contract between the
COMPANY and the CUSTOMER shall arise unless and until the COMPANY has accepted in writing the
CUSTOMERS order whether placed on the COMPANYS quotation or otherwise. (b) Quotations are valid
for a period of 60 days only. All stock holding positions are given at the time of quotation and are liable to
fluctuation. (c) Prices are subject to alteration without previous notice. All GOODS will be charged at the
price ruling at the date of order. (d) Prices quoted are exclusive of VAT which will be charged at the
current applicable rate at the time of despatch.
3) Delivery (a) The COMPANY aims to despatch all orders received before 3pm on the same day by
either First Class post or a next day courier service. Orders received after 3pm will be despatched the
following day. The COMPANY does not guarantee to provide a same day despatch/next day delivery
service. (b) The COMPANY takes no responsibility for non-arrival, short delivery or damage of any
GOODS, unless notified in writing within 5 working days of receipt of invoice, and/or date of placing the
order. (c) The COMPANY will endeavour to deliver the quantity of GOODS ordered by the CUSTOMER.
The CUSTOMER may not reject the GOODS or part because of short delivery. (d) The COMPANY may
invoice the CUSTOMER for its reasonable additional costs (including storage) arising from any variation
or delay in delivery occasioned by the CUSTOMERS instructions or default. Clause 6 shall apply to such
costs. (e) The COMPANY may deliver the GOODS by installments and in such cases any failure or defect
in delivery of any one or more installments shall not entitle the CUSTOMER to repudiate the order as a
whole nor to cancel subsequent installment(s). (f) Subject to Clause 3)(g) below carriage will be free of
charge with internet orders over 50.00 nett value and for all other orders over 100 nett value. Delivery
charges for all other orders will apply. These conditions apply only to mainland UK accounts. (g) All orders
for heavy items, regardless of value, i.e. equipment etc, will be subject to a delivery charge. (h)
Equipment deliveries carried out by our own personnel will be subject to a site survey prior to delivery.
The COMPANY reserves the right to refuse to make deliveries if the safety of its employees, members of
the public or employees of the CUSTOMER is felt to be at risk.
4) Examinations (a) The CUSTOMER shall immediately upon delivery examine the GOODS and shall
notify the COMPANY in writing of any apparent damage, defect or shortage within 48 hours following
delivery. Any claims will be subject to documentary and physical verification. (b) Any other claims must be
made by the CUSTOMER to the COMPANY within 5 working days of such claim becoming apparent and
in any event within 1 month of delivery.
5) Payment (a) Orders placed by all non-UK customers will be subject to payment in advance of
despatch (i.e. by Proforma Invoice). (b) Unless otherwise agreed in writing by the COMPANY, payment is
due at our offices 30 days from the date of invoice ("the DUE DATE"). Time is of the essence for payment.
(c) If payment is not made by the DUE DATE the COMPANY may at its discretion (without prejudice to
any other rights) charge interest on any unpaid amount at the daily equivalent rate of 5% per annum
above Barclays Bank plc base rate and/or refer the debt to a third party for collection. The COMPANY
reserves the right to charge interest under The Late Payment of Commercial Debts (Interest) Act 1998.
(d) Credit terms are discretionary and may be withdrawn by the COMPANY at any time.
6) Title and Risk (a) GOODS shall be at the risk of the CUSTOMER from the time of delivery to the
CUSTOMER. (b) Title in the GOODS shall pass to the CUSTOMER when the COMPANY receives full
payment of:
[i] the price of the GOODS; and [ii] all other sums owed by the CUSTOMER to the COMPANY.
Until that date the CUSTOMER shall hold the GOODS as a fiduciary for the COMPANY and shall store
and mark the GOODS so that they are readily identifiable as the property of the COMPANY and shall not
mix them with any other GOODS; provided however that the CUSTOMER may sell the GOODS to third
parties in the ordinary course of its business, (c) If,

[i] The COMPANY notifies the CUSTOMER that:

(1) the CUSTOMER is in default for more than 7 days in the payment of any sum due to the COMPANY;
or (2) it has bona fide doubts as to the solvency of the CUSTOMER; or

[ii] any of the events referred to in Clause 12(b)-(c) occurs; or [iii] any order is terminated for any reason
then the CUSTOMERS rights to deal with GOODS, property in which remains with the COMPANY in the
ordinary course of business, shall terminate and the COMPANY shall be entitled; to repossess the
COMPANYS GOODS and [iv] to be paid any sums which the CUSTOMER may hold as its fiduciary.

(d) For the purposes of repossessing the GOODS or establishing that the CUSTOMER has complied with
the terms of this Clause, the COMPANY shall be entitled to enter any premises or vehicles in the
occupation of the CUSTOMER or to which the CUSTOMER has access, where the COMPANYS GOODS
may be believed to be. The CUSTOMER shall facilitate such access and repossession. (e) The
CUSTOMER shall not pledge or allow any lien or charge to arise over the COMPANYS GOODS or the
documents of title and shall only deal with them in the ordinary course of business.

7) Returns (a) GOODS being returned for credit or exchange will not be accepted without prior
agreement. Account number, document number, product code and serial number (where applicable) must
be stated, otherwise full credit including VAT cannot be given. GOODS being returned due to no fault of
the COMPANY will incur a handling charge of 15% (minimum). (b) Imperfect GOODS will be replaced,
repaired or credited at the discretion of the COMPANY. Please ensure that you supply a cover letter
stating the defect. (c) Orders for GOODS not listed in our catalogue or which are of a special order nature
cannot be returned, if supplied correctly. (d) GOODS must be returned within 21 days of the original order
date. (e) All returned GOODS must be in resaleable condition as deemed by the COMPANY.
8) Warranty (a) The COMPANY warrants GOODS sold against defects of materials or workmanship for a
period of 12 months from the time of delivery. Any alleged defect must be notified to the COMPANY in
writing as soon as possible and if the defect is proved to be due to defective materials or workmanship
prior to delivery the COMPANY agrees to repair/replace the GOODS at its option free of charge except
where the responsibility is established to be against another manufacturers warranty in which case the
COMPANY will exert its best endeavours to secure benefit of that warranty for the CUSTOMER. No
GOODS with alleged defects should be returned to the COMPANY without written authority of the
COMPANY in accordance with Clauses 7(a) & (b) and where this is forthcoming such GOODS to be
returned at the CUSTOMERS risk and expense which the COMPANY may credit at its discretion. (b)
Such repair or replacement will be the absolute limit of the COMPANYS liability and the COMPANY will
not be liable in any circumstances whatsoever for loss or damage of any kind suffered by the
CUSTOMER or any Third Party. (c) The COMPANY does not warrant that the GOODS will be fit for the
CUSTOMERS specific purpose(s) unless exact details of such purposes have been completely specified
and then agreed in writing prior to the COMPANYS acceptance of the CUSTOMERS order.