The date of this Agreement is [Day] of [Month], 20[Year] (the “Signing Date”)
This is an agreement between:
- [Supplier Name] of [Address] (“I/We/Us” in this Agreement); and
- [Client Name] of [Address] (“You” in this Agreement).
These are the terms and conditions referred to in your order (‘Order’) for Us to supply You with [Description of Equipment] (‘Equipment’).
They describe the terms on which We will sell the Equipment to You. In particular, We must deliver the correct Equipment to the right place at the agreed time in good condition, and they explain our liability to You if We fail to meet these standards. They include a software licence which applies where the Equipment is sold with software loaded on it and which enables You to use that software.
They also explain the payment arrangements, and when legal ownership of the Equipment passes from Us to You. These issues are important for insurance and risk purposes, and so We have also included a clause to explain the position if the Equipment is damaged or delayed for reasons outside anyone’s control (including natural causes).
This introduction is designed to give You an overview of the terms and conditions, but it is not part of them.
Note: These terms and conditions must be referred to in the Supplier’s contract or order form and must be given to the Customer before the contract/order form is signed. If they are not, they will be ineffective.
- 3.1 The Order is your offer to buy the Equipment from Us on these Conditions, and You must make sure that the Equipment (and in particular any specification that forms part of your Order) is correct.
- 3.2 When We send You a written acceptance, You have a binding Contract with Us, and these Conditions are part of it.
- 3.3 This Contract is our entire agreement. No previous statements or promises that We have made to You form part of the Contract unless they are written into it. This includes samples, drawings, advertising, catalogues and other promotional or descriptive material.
- 3.4 If We have given You a quotation for the Equipment, it is only valid for [NUMBER] days from its issue date. It is not an offer to sell You the Equipment.
- 3.5 If either of Us needs to give the other a notice under the Contract (‘Notice’), the Notice must be given properly to be effective. Clause 14.4 explains how to give a proper Notice.
Also included in this document:
4. The Equipment
5. Delivery of Equipment
6. Quality and our Promises
7. Ownership and Risk
8. Price and Payment
9. Software Licence
10. Financial Problems and Breach
11. Intellectual Property Rights
13. Liability Limitations