1.0 General
This estimate contains all the terms which have been agreed and no representation or promises either oral or in writing not confirmed in this estimate shall be binding on either party.

1.1 Definitions
The expression ‘Company’ used hereafter shall mean SGC Glass Ltd, and the expression ‘Customer’ used hereafter shall
mean the other party to the contract.

1.2 Application
These conditions of contract apply for supply only & supply & installation of any glass/glazing or any products sold by SGC Glass Ltd. No other terms and conditions of contract contained in any other document shall apply unless otherwise agreed in writing by the Company.

1.3 Formation of Contract
Any estimate by the Company is not an offer, and all contracts between the Company and the Customer for the supply products/services, shall come into effect when a customer’s acceptance/order is accepted by the Company in writing. The Company reserves the right to refuse any order placed by the Customer on the basis of the Company’s estimate without any liability for any damages or expenses of any kind whatsoever to the Customer.

1.4 Bankruptcy of Customer
If the Customer commits an act of bankruptcy or makes an arrangement with its creditors, or being a Company enters into
liquidation whether compulsory or voluntary (other than for the purposes of amalgamation or re-construction) or suffers an execution whether legal or equitable to be levied upon its property or obtained against it, then the Company may without prejudice to any other rights or remedies by written notice forthwith and without any liability whatsoever terminate the contract.

1.5 Proper Law of the Contract
All contracts pursuant to these Conditions shall be governed by and construed in accordance with English Law.

2.0 Conditions of Contract for Supply Only
All the Conditions of Contract set out in Part 1 above apply to Part 2.

2.1 Prices
The prices stated in the Company’s estimate are valid for 30 days and do not include value added tax. The Company is VAT registered and will charge VAT in accordance with the Regulations.

2.2 Payment
Payment shall be made by the Customer in accordance with SGC Glass terms Which is strictly C.O.D. unless a maximum of 30 days credit from date of invoice has been agreed in writing beforehand. In some cases SGC Glass may require a deposit upfront when orders are placed. Any delay in payment will entitle the Company to reimbursement of interest charges as damages at 6% above the prevailing Bank of England base rate, calculated on a daily basis.

2.3 Credit Account
The Company will only agree to a credit account with the customer following approval of a completed Credit Application form.

2.4 Delivery

2.4.1 Any times stated or agreed by the Company for delivery or despatch are not the essence of any contract; such times are given by way of general information in good faith, and are not binding. The Company shall not be liable for any loss or damage whatsoever sustained by the Customer in the event of delayed delivery.

2.4.2 In the event that the Customer prior to the agreed date for delivery requests the Company to hold the goods until advised of a substitute date for delivery the Company shall be entitled to invoice the goods to be paid in accordance with the agreed terms set out in the estimate and to charge and recover reasonable storage rates for all goods held for periods in excess of one week. Upon delivery insurance for the goods will be the responsibility of the Customer.

2.4.3 The Company may deliver by instalments. Each instalment shall be treated separately for payment; any delay, default or non delivery in respect of the Company shall not entitle the Customer to cancel the outstanding balance of the contract. The Company shall be entitled to invoice and be paid for each separate instalment.

2.4.4 Should goods consigned by any form of transportation be damaged in transit or there is a shortage in the goods delivered, notification must be in writing within 3 days to the Company and the Carriers. All goods must be examined by the Customer at the time of delivery.

2.5 Variations or Changes in Quantities
Any variation to the goods, or changes in the quantities required after acceptance of the Customer’s order may cause delay in delivery andb increase in the unit prices given in the Company’s estimate.

2.6 Samples and Description of Goods
Unless the parties express a contrary intention the sale shall not be a sale by sample and descriptions or illustrations in trade literature or catalogues but shall be treated as showing type, class and general character only and not importing terms or warrants as to the substance, performance, colour, quality or dimensions. The goods are supplied on the terms that they comply with the terms and description contained in the estimate submitted by the Company together with any
implied undertaking by the Company as to the quality and fitness imposed by statute.

2.7 Risk and Reservation of Title

2.7.1 Upon delivery all risks of loss or damage to the goods shall pass to the Customer.

2.7.2 The unloading of the goods at the place of delivery shall be at the sole risk and expense of the Customer.

2.7.3 The property in the goods shall not pass to the Customer but shall remain vested in the Company until full payment for such goods has been received by the Company and until such time the Customer shall hold the goods as bailee for the Company.

2.7.4 Default by the Customer in the payment of any sum due to the Company whether under this contract or otherwise shall entitle the Company to re-possess any goods which remain the property of the Company and the Customer shall for this purpose afford the Company access and the Company shall be entitled to enter any premises of which the Customer is in occupation or to which it has access and where any such goods may then be located.

2.7.5 The Customer shall not pledge or allow any lien or charge to arise over the goods, any goods or any documents of title thereto and shall not deal with them otherwise than in the ordinary course of the Customer’s business.

2.7.6 In the event of any sale or disposition of goods by the Customer, property in which rests with the Company, the Customer shall hold on trust for the Company :-

2.7.6.1 So much of the proceeds of sale as is equal to the contract price of the goods under this agreement.

2.7.6.2 The right to receive the proceeds of sale or disposition as set out in 2.7.3 above.

2.8 Defective Goods
The Customer shall immediately notify the Company in writing of such default, setting out full details of the defects in question. If such defects are verified by the Company upon examining of the goods the Company may repair or replace any such defective goods free of charge or at its option allow to the Customer credit not exceeding the value of the goods as invoiced providing the Customer returns such goods in the same condition as they were supplied.

2.9 Limitation of Liability
The Company shall not be liable for any consequential loss and/or expense incurred by the Customer attributable to any default by the Company resulting in the supply of defective goods.