Valley Industrial Products Limited
                                                  Terms & Conditions of Sale
        1. CONTRACTS NOT ASSIGNABLE                                  5. PROPERTY IN GOODS
        This Contract is between Valley Industrial Products          Until Valley has been paid in full by the Buyer for 
        Ltd, “Valley” and the Buyer as principals, and is not        goods supplied by Valley such goods remain the 
        assignable without our written consent.                      property of Valley although the risk therein passes to
                                                                     the Buyer at the time of delivery (subject to the 
        2. GENERAL                                                   provisions in Clause (see: Terms of Delivery) herein 
        All orders are accepted on the terms, conditions and         relating to storage of goods at the customers 
        exclusions herein contained. These terms,                    expense), and the Buyer shall indemnify Valley 
        conditions and exclusions (either taken as a whole           against any loss or deterioration thereof or damage 
        or in part or individually) shall not be varied, nor         thereto, and without prejudice to any other 
        shall their application to any other order be excluded       remedies, Valley may repossess those goods at any
        or limited in any way whatsoever, except as agreed           time from the Buyer, and for that purpose Valley, its 
        by us in writing. Any additional work will be charged        agents and servants may enter any premises upon 
        at our standard rates unless such work is included           which the goods are situated. In the event of the 
        in a Contract.                                               Buyer re-selling any goods delivered to it by Valley 
                                                                     before Valley has been paid in full, such part of the 
        3. PRICE                                                     proceeds of such resale as are equivalent to the 
        Prices quoted are those ruling at the date of the            price at which the goods were invoiced to the Buyer 
        quotation or as shown in our list, and shall be              by Valley shall be held by the Buyer on trust for 
        subject to revision with immediate effect if increases       Valley and shall be placed by the Buyer in a 
        in costs or other circumstances arise. Prices quoted         separate account so as to be identifiable as being in
        exclude Value Added Tax, Sales Taxes or any                  the beneficial ownership of Valley. Further, the fact 
        similar Taxes, which will be charged additionally to         that property in the goods remains Valley until the 
        the Buyer. Offers not to be used in conjunction with         price has been paid in full shall not prevent Valley 
        any other offer.                                             from maintaining an action against the Buyer for the 
                                                                     price of the goods.
        4. TERMS OF DELIVERY
        Dates for delivery are given in good faith and as            6. CARRIAGE 
        accurately as possible, but are not guaranteed. We           Unless otherwise agreed in writing carriage is 
        shall be under no liability whatsoever for any delay         charged at £8.50 plus VAT on all orders below the 
        in performance of any order by reason or in                  value of £50 excluding VAT.  Carriage on export 
        consequence of force majeure or of any matter or             orders and orders for delivery to the UK Highlands &
        thing outside our control including but not limited to       Islands will be charged at the rate prevailing at the 
        labour troubles, civil commotion, natural                    time of order.
        catastrophe, government restriction, shortage of 
        supplies or customers instructions or lack of 
        instructions. We shall have the right to dispatch any 
        portion of the goods ordered and we shall be 
        entitled to invoice the customer for such dispatched 
        portion so that for the purposes of payment each 
        portion shall be deemed to be a separate contract  
        and may be invoiced separately. Should the 
        customer notify us of inability to receive or store 
        goods ordered or should the customer fail to give us
        adequate delivery instructions when required or fail 
        to collect goods sold ex-works, the goods will be 
        stored at the customers risk and expense.
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                                               Valley Industrial Products Limited
                                                   Terms & Conditions of Sale
         7. NOTIFICATION OF LOSS OF, OR DAMAGE TO,                    and the advertised price on our website will apply to 
         OR NON-DELIVERY OF GOODS                                     all outstanding invoices, the difference will be 
         Claims for damage to or loss of goods in transit             invoiced separately and will fall due for immediate 
         must be submitted in writing both to us and to the           payment. Payment shall not be deemed to have 
         carrier (if appropriate) as follows: -                       taken place until the receipt by the Company of 
         a) In the case of non-delivery of the whole of any           cleared funds. If the circumstances or status of the 
         consignment or of any separate packaging forming             Buyer changes, for whatever reason (e.g. 
         part of consignment – within 21 days of the date of          bankruptcy or receivership, change of name, 
         despatch shown on the invoice or advice note                 litigation by the Company or other third parties etc) 
         (whichever is the earlier).                                  the Company reserves the right without prejudice, to
         b) In the case of damage or partial loss of the goods        cancel or suspend trading with the Buyer, including 
         or shortages from packages – within three days of            orders in progress and to demand immediate 
         delivery. The goods received must have been                  settlement in full of all outstanding invoices, 
         signed for as damaged or incomplete. Failing which           notwithstanding any previous agreement or 
         we shall not be liable in respect of any such claim          arrangements. Ownership of the Goods shall not 
         and the goods shall be deemed to have been                   pass to the Buyer until the Company has received in
         delivered in accordance with the contract complete           full, cleared funds of all sums due in respect of the 
         and in a satisfactory condition.                             Goods and all other sums which are or may become
         c) In no case shall Valleys liability in respect of          due to the Company or the goods to the value of the
         claims for damage to or loss of goods in transit             outstanding debt. If the goods have been sold on to 
         extend beyond an obligation either to repair or              a third party and the invoice for such is unpaid to the
         replace free of charge any such goods or (the                Buyer, then the Buyer will reallocate and reassign 
         election to be Valleys to pay to the Buyer up to the         the invoice in regards to the goods amount due from
         invoice price of the goods in respect of which a             the third party back to the Company for collection of 
         claim is made, and in neither event shall Valley be          goods or payment of the invoice, either action does 
         liable for consequential loss, damage or expense             not indemnify the Buyer until either 1. The goods are
         howsoever arising.                                           returned 2. The debt is paid by i] The Client ii] the 
                                                                      third party and interest will be incurred until such 
                                                                      time passes. Any queries relating to Company 
         8. PAYMENT                                                   invoices must be raised in writing by the Customer 
         Payment should be made in full to the Company                within 7 days from the date of the invoice. If no 
         within the payment terms agreed within any SLA               query is raised by the Customer within this period it 
         issued or any verbal agreement and any attached to           will be deemed as having been accepted in full. The 
         these Terms and Conditions, the company will                 client hereby gives unconditional permission to the 
         require Payment on Delivery/Collection basis unless          Company or any of its representatives to enter any 
         otherwise agreed by the Company. Our standard                of their premises to collect unpaid for goods or 
         payment terms are 30 days from invoice date. Late            goods to the value of the unpaid amount against the
         payment of invoices will incur additional charges at         Clients account. If the Buyer is a Limited Company 
         a rate of 8% above the Bank of England base rate             or a Limited Liability Partnership and is unable to 
         as prescribed under the Late Payment of                      pay the invoice amount, then the invoice amount will
         Commercial Debts Regulations 2002 and the Late               be payable personally by the Directors or Partners. 
         Payment of Commercial Debts (Interest) Act 1998.             All losses, costs and disbursements incurred by the 
         Compensation/debt collection costs as prescribed             Company through late payment by the Buyer will in 
         under the Late Payment of Commercial Debts                   all cases be charged back to the Buyer.
         Regulations 2002 based upon the amount 
         outstanding, (which are currently as follows: debt up
         to £999.99 - £40, debts £1000 to £9,999.99 - £70, 
         debts of £10,000 and over - £100) together with 
         Collection Fees per the Late Payment of 
         Commercial Debt Regulations 2013; also any trade 
         discount offered at the point of sale will be revoked 
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                                             Valley Industrial Products Limited
                                                Terms & Conditions of Sale
        9. WARRANTY AND EXCLUSIONS                                 and exclude carriage charges. The cost of parts and
        We undertake that the goods delivered to the Buyer         labour that may be required to return damaged 
        will be of normal commercial quality and Valleys           goods to “as new” condition shall be added to the 
        duty to the Buyer relating to the quality of the goods     restocking charge. The decision to accept goods for 
        delivered shall be limited wholly and exclusively to       refund rests solely with Valley. Please contact us on 
        the duty to deliver goods of the aforesaid quality.        0208 884 3402 about returns and refunds or any 
        Save as aforesaid any warranty or conditions,              other enquiry.
        statutory or otherwise, express or implied, whether 
        oral or written as to the quality of the goods or their    11. DEPOSITS
        fitness for a particular purpose are excluded and          Should the buyer cancel an order, any deposit paid 
        negative. The application and use of the goods is          in respect of that order is non-refundable.
        the absolute responsibility of the Buyer. Any 
        technical and other advice, information and data           12. INDEMNITY 
        provided by Valley whether verbally, in writing or by      The Buyer shall indemnify Valley against all 
        way of trials or tests, is given without warranty and      damages, penalties, costs, and expenses, to which 
        the Buyer shall be deemed to have carried out its          we may be liable as a result of work done in 
        own tests to ensure the suitability of the goods for       accordance with the Buyers specification which 
        his intended purposes and applications and the             involves the infringement of any letters patent, 
        Buyer shall be deemed to have placed no reliance           registered design, propriety process or otherwise.
        on any advice, information or data provided by 
        Valley. The Buyer must give to Valley immediate            13. GOVERNING LAW
        written notice containing full particulars of any claim    This contract shall be governed by and construed in 
        that the goods are not of the proper quality to            accordance with the laws of England and the Buyer 
        enable Valley to investigate the complaint before the      agrees to submit to the jurisdiction of the English 
        remainder of the consignment of goods is used or           Courts.
        returned to Valley. We shall not be liable for any 
        defects in quality in the absence of such immediate        14. INSURANCE
        notification and, in any event, our liability hereunder    Valley does not accept any liability for consequential
        or in the case of any other breach of contract or          loss.
        misrepresentation shall be strictly limited to the 
        invoice price of the goods proved by the Buyer to be       15. DATA PROTECTION
        of defective quality or to be such as to cause Valley      In general, when visiting the website of Valley, no 
        to have been in breach of contract or guilty of            personal data is saved. However, this data can be 
        misrepresentation and shall not extend to                  given on a voluntary basis. No data will be passed 
        consequential loss of any kind howsoever arising.          on to third parties without your consent. We point 
                                                                   out that in regard to unsecured data transmission in 
        10. RETURNS                                                the internet (e.g. via email), security cannot be 
        Should the buyer wish to return goods when no fault        guaranteed. Such data could possibly be accessed 
        exists in said goods, a returns number must be             by third parties.
        obtained from Valley. The returns number must be 
        quoted on all correspondence and with the returned         16. LEGAL DISCLAIMER
        goods. Provided that the goods are returned in “as         The contents of this disclaimer were prepared with 
        new” condition in their original packaging, Valley         utmost care. Nonetheless, we cannot assume 
        may accept the goods and make a refund. Refunds            liability for the timeless accuracy and completeness 
        are subject to a minimum 15% restocking charge             of the information.
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                      Valley Industrial Products Limited
                       Terms & Conditions of Sale
    The signee must be an authorised Director / Partner and by signing this agreement, the parties agree to be bound by 
    these terms and conditions stipulated herein.
    Duly Authorised for and on behalf of --------------------------------------------(Company Name)
    Full Name     ------------------------------------------------------
    Signature      ------------------------------------------------------
    Position         ------------------------------------------------------
    Date of signature   ----/-----/-------
    For Valley Industrial Products Ltd Use Only
    Name             ---------------------------------------------------     Position    ---------------------------------------------
    Date of Signature  ----/-----/-------                                      Account code  ----------------------------------------
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