Definition: ‘Seller’ means Generations Ahead Limited or trading arms of Seller. ‘Buyer’ means individual, sole trader, group, limited Seller, charity or other buying entity
Orders: Minimum order value of £200 (excl. VAT) for mainland UK addresses for Carriage paid to UK mainland addresses. Orders Under £200 (excl Vat are subject to £8.50 Carriage + Vat. Minimum order value of €300 (excl. shipping) for international orders. All orders must be accompanied by a valid Purchase Order. Additions to orders from Buyer will not be accepted after order has been processed. Carriage charges will apply to addition orders under the minimum order value at the discretion of the Seller.
Deliveries: Any deliveries in mainland England, Scotland and Wales to the minimum value of £200 (excl. VAT) will be free of carriage. Exceptional items or items of bulk may be subject to additional surcharges. Unless otherwise agreed in writing by the Seller prior to order, goods shall be delivered to the Buyer’s last known address.
European Deliveries are charged at the relevant rate of each individual Country.
Arrangements: Delivery dates cannot be guaranteed, however best endeavours shall be made to expedite goods that are in stock. No liability is accepted for loss caused by delay in delivery.
Disputes: The Buyer must notify any shortage or damage within 7 days of receipt or 21 days outside of UK. Claims arising for loss or damage must be accompanied by a qualified notice or receipt (i.e. signed delivery note, proof of damage). If Seller is not notified within 7 days goods will be deemed accepted by the Buyer.
Title of the goods: Goods remain the property of the Seller or the Seller’s assigned representatives until paid for in full. Failure to pay shall give the Seller the right to repossess the goods at the expense of the Buyer. Any proceeds arising from sale of goods from the Buyer to third parties shall be deemed to the Seller to the extent of the debt owed.
Terms of Payment: Pro-forma purchases are required for the first 3 orders within a 3 month period after which a credit account application can be requested. Credit account settlement terms are as per invoice and are subject to status. The Seller reserves the right to close accounts that have been inactive for a period of 6 months and the Buyer must reapply for a new credit account. The Seller or the Seller’s assigned representatives reserve the right to withdraw credit without notice if terms on the account are breached. The Buyer must raise any disputes on account in writing to the Seller within 5 working days of receipt of goods. Interest will be charged on overdue accounts up to 2.5% above the base lending rate and at the sole discretion of the Seller.
International and European orders are subject to payment on order or in advance of shipping.
Products: The Buyer must not modify the products. The Buyer must not promote the products in any way that might bring Generations Ahead Limited or affiliated companies or products into disrepute.
Mother-ease™: The Buyer must not sell, advertise or promote Mother-ease™ 2 part nappy system or associated products in association with other manufacturer’s nappy systems or associated products. The Seller reserves the right to refuse the sale of Mother-ease™ products if the Buyer sells replica or copy products or products that misrepresent the Mother-ease Trade Mark.
Web-sales: The Buyer must not use Trade Marks in anyway not approved by Generations Ahead Limited The Seller reserves the right to police the Buyers method of sale before supplying goods. The Buyer must not sell products on any website which in not owned by the buyer, this means all auction or buy and sell on sites such as eBay or any other web affiliate or third party. The Buyer must obtain approval from Generations Ahead Limited for all marketing and promotional materials.
Copyright Infringement: All artwork is copyrighted by the original manufacturers, unless otherwise stated. Images may not be used except for the sole purpose of promoting the brands on this website by our authorised retailers. Images may not be used on EBay or other auction style websites. Images may be used only in accordance with our terms and conditions.
Territory: UK Buyers: The Seller distribution rights are solely for the UK & Northern Ireland. The Buyer must not seek customers nor establish outlets for products outside the UK and must not seek cross border trade.
Territory: European and International Buyers: The Buyer must not seek customers nor establish outlets for products outside their own country and must not seek cross border trade.
Prices: The Seller reserves the right to alter prices or specifications at any time without prior notice. Goods are sold to the prices applicable on day of despatch.
Returns: Return of goods will not be accepted after 1 calendar month from purchase. No returns will be accepted on seasonal or promotional goods. A minimum 20% restocking charge will be levied on all returned goods. Further handling surcharges may apply.
Index: The Seller reserves the right to withdraw products from the trade list at any time without prior notice.
Warranties: The Seller shall not be liable to the Buyer for consequential losses however caused.
Force Majeure: The Seller reserves the right to defer the date of delivery or reduce or cancel the order without liability to the Buyer if prevented from carrying on business due to circumstances beyond reasonable control.
Jurisdiction: The contract shall be governed by the Laws of England and exclusive jurisdiction of the English Courts.
TERMS & CONDITIONS OF GENERAL TRADING FOR GENERATIONS AHEAD LIMITED
‘The Seller’ Generations Ahead Ltd of Unit 8 Icknield Way Farm, Tring Rd. Dunstable LU6 2JX
‘The Buyer’ The Customer
1. GENERAL
1.1 The following are the sole conditions under which seller is prepared to enter into any transaction with buyer. They are to be read subject to any express provisions of any written contract between buyer and seller signed by duly authorised agent of seller. Insofar as there is any difference from or variation of these conditions by any conditions which would otherwise be implied or which are conditions customary in the trade or which are conditions which buyer might in the absence of these conditions impose these conditions shall be paramount. These conditions together with any written contract signed by seller constitute the entire bargain between seller and buyer. That bargain may be varied only by a written agreement signed by seller. Seller shall not be deemed to accept other conditions nor to waive any of these conditions by
1.1.1 failing to object to provisions contained in any purchase order or other communication from buyer or
1.1.2 knowledge of buyer's usual trading conditions.
1.1.3 any concession latitude or waiver allowed by seller at any time.
1.1.4 signing any acknowledgement or order or any other form submitted to seller by buyer.
1.1.5 the word "goods" includes "services".
2. PASSING OF RISK
2.1 The risk in goods and packages shall pass to buyer when seller has tendered delivery of the goods and seller shall not have any responsibility in respect of the safety of the goods thereafter. Accordingly buyer should insure the goods against all risks
2.2 Where goods are sold f.o.b. or c.i.f. all risk of loss or damage in transit shall pass to buyer when goods placed on board notwithstanding that the property in the goods may not have passed to buyer and seller shall be under no obligation to give buyer notice specified in section 32(3) of Sale of Goods Act 1879.
3. PASSING OF PROPERTY
3.1 In this clause
"payment in full" means payment of or crediting by seller of buyer with the full price of the goods together with all consequential expenses for which buyer is liable including (without limiting the generality of the foregoing) storage charges freight charges customs dues bankers' charges and expenses in connection with bills of exchange and recovery of goods
"the relevant event" means the moment when payment in full has not been made and
3.1.1. any part of such payment is overdue or
3.1.2 buyer shall commit an act of bankruptcy or
3.1.3 (if buyer is a limited company) the directors of buyer shall resolve to wind up buyer or the liquidation of buyer shall be commenced or
3.1.4 a receiver is appointed of any part of the property of buyer or distress is levied on any goods in possession or control of buyer or
3.1.5 any part of any amount due in respect of other goods sold by seller to buyer is overdue or
3.1.6 buyer shall have wrongfully refused or neglected to take delivery of goods or of other goods sold by seller to buyer or
3.1.7 the value of goods delivered but not paid for exceeds buyer's credit limit with seller and seller has given written notice to buyer of such limit or
3.1.8 buyer makes default in or commits any breach of any of its obligations to seller or
3.1.9 buyer is involved in any proceedings in which its solvency is involved or impugned or is deemed to be unable to pay its debts
3.1.10 buyer ceases or threatens to cease to trade or serious doubts arise as to buyer's solvency
3.2 The property in the goods shall remain in seller until payment in full; provided that in the event of buyer becoming insolvent seller may at any time thereafter by notice in writing to the trustee or liquidator of buyer elect to transfer the property in any of the goods to buyer and to prove for the amount owing by buyer in respect of those goods
3.3 In the relevant event without prejudice to any other rights seller may have buyer shall cease to be in possession of the goods with the consent of seller and seller may recover or re-sell the goods or any of them and may enter upon any premises owned or occupied or used by buyer or any other premises where the goods are in order to recover the goods
3.4 So long as the goods are within the possession or control of buyer until payment in full:
3.4.1 Buyer shall be deemed to be the fiduciary bailee of the goods until payment in full
3.4.2 Buyer shall store the goods separately from any other goods in buyer's possession or control and in such a manner as shall render the goods readily identifiable as the property of seller whether by serial number or otherwise
3.4.3 Buyer shall at its own expense insure the goods with a reputable insurance company against usual perils including fire, explosion, water, damage, theft, aircraft, malicious damage and impact.
3.5 In the event of sale or other disposal or dealing with the goods by buyer before payment in full
3.5.1 Seller shall be entitled to the proceeds of such sale disposal or dealing
3.5.2 Buyer shall pending transmission of any such proceeds to seller place the same in a separate account under such title or description as shall identify such proceeds as being held on account of and in trust for seller
3.5.3 Buyer shall at the request of seller do all things necessary to assist seller to recover any proceeds of such sale disposal or dealing receivable by or to the account of buyer.
3.6 Nothing in or to be implied from this clause shall constitute buyer an agent for seller with regard to any sale or attempted sale or other disposal or dealing with the goods as regards any third party and buyer has no right or authority to make any representations or warranties or give any descriptions of the goods so as in any way to bind seller other than as previously agreed by seller in writing
3.7 If buyer incorporates any of the goods in other goods or if any of the goods are admixed with other goods, the property in the whole of such other goods shall become and shall be deemed to be the sole property of seller until payment in full and buyer shall upon request despatch to seller by recorded delivery post a written acknowledgement that such other goods are the property of seller and shall store such other goods separately from any other goods of buyer.
4. QUOTATIONS AND ORDERS
4.1 Seller may reject or amend an order by written notice to buyer within 30 days of receipt of order in which case seller has no liability to buyer other than for any part of an order which seller is prepared to supply
4.2 Where goods are ordered for immediate delivery seller's invoice is the order confirmation
4.3 Unless otherwise specified quotations may be withdrawn at any time and are subject to confirmation at the time of acceptance
4.4 The acceptance of an order must be accompanied by clear and sufficient information to enable seller to proceed immediately with manufacture and/or supply of the goods and reasonable and timely co-operation thereafter failing which seller reserves the right to reasonably amend despatch dates and quoted prices to cover any reasonable increase in costs which have taken place since acceptance or due to buyers omissions or delay in supplying such information or co-operation
4.5 Seller is not obliged to regard a letter of intent as acceptance of an order and is not obliged to commence manufacturing upon receipt of a letter of intent.
5. SELLER'S TITLE AND OTHER SUPPLIERS
5.1. It is the intention of seller and buyer that seller will transfer only such title as it may have in the goods and subject to any terms on which seller acquired them. Seller will upon request supply buyer with details of any known exclusion restriction or limitation.
6. NOTIFICATION OF LOSS OR DAMAGE TO GOODS OR LOANED PACKAGES
6.1 Buyer is responsible to check goods prior to signing the carrier's delivery note
6.2 No qualification on the carrier's delivery note has any effect unless agreed and signed as correct by the carrier's driver at the time of delivery
6.3 Buyer must advise the carrier and seller and buyer's insurers in writing (otherwise than by a qualified signature on the carrier's delivery note) within the following time limits:-
6.4 Partial loss or damage to any separate part of consignment within 48 hours of delivery of the consignment or part consignment
6.5 Non-delivery of whole or part of consignment - UK sales within 7 days of receipt of despatch note or invoice whichever is the earlier - sales outside UK within 21 days of receipt of packing list despatch note or invoice whichever is the earlier.
6.6 It is a condition precedent to the consideration of any credit or allowance that buyer deals with seller promptly and frankly and the goods are returned suitably packed by buyer to seller at buyer's expense and that buyer complies strictly with the provisions of this condition
6.7 Failure to make a claim within such time limits and of which limits time shall be of the essence except where buyer is reasonably unable to so comply shall constitute unqualified acceptance of goods and a waiver by buyer of all claims relating to loss damage non-delivery or error in quantity number weight or volume of goods delivered.
7. NON-DELIVERY & VARIATIONS IN QUANTITY
7.1 All orders are subject to availability of stock
7.2 Seller shall not be responsible to buyer in any respect if seller is unable to deliver due to unavailability of stock or due to its allocation to other customers
7.3 Seller may deliver against any order an excess or deficiency up to 10% of weight number or volume ordered. Weight number or volume shall be reasonably determined by seller. Variations of less than 1% from invoiced quantity in respect of any consignment shall be disregarded if reasonably thought fit by seller.
8. SUSPENSION OR CANCELLATION OF CONTRACTS
8.1 Upon the happening of the relevant event as defined in clause 3 hereof seller shall immediately become entitled (without prejudice to its other claims and rights) to suspend further performance of contracts for such time as it shall in its reasonable discretion think fit or if seller reasonably so considers to treat all or any contracts as wrongfully repudiated by buyer and forthwith terminate all or any contracts. Seller will notify buyer in writing of the exercise of its option to suspend or terminate contracts as the case may be.
9. QUALITY AND PURPOSE
9.1 Goods supplied are warranted to accord with any previous written specification or if there is no such specification to be within normal limits of industrial quality for such goods. All other warranties or conditions as to quality or description (statutory or otherwise) are excluded
9.2 The liability of seller for breach of this warranty (or for any other claim based on any defect in the goods) is limited to giving buyer a reasonable credit or allowance in respect of the goods (or at seller's option to replacing or rectifying the goods at the supplying works or depot) but in no circumstances will seller's maximum liability exceed the net invoice value of the defective goods
9.3 Any drawings descriptive matter weights or dimensions submitted with any quotation are approximate only and descriptions and illustrations contained in catalogues price lists or other advertisement matter are intended to present a general idea of the goods described and do not form part of any contract. Where seller's quotation is in response to a written specification and/or drawings it is agreed that the tender submitted is an interpretation of buyer's requirements and does not guarantee that seller will meet all buyer's details in specification and/or drawings
9.4 Seller shall not be liable for
9.4.1 adverse effects resulting from storage or the application to the goods of any buyer's variation to standard specification or any process operation or treatment unless specifically recommended by seller in writing and seller has agreed in writing to be so liable
9.4.2 any goods which have been processed in any way by buyer or damaged after the risk in the goods has passed to buyer
9.4.3 any expenditure incurred by buyer in respect of goods proved or alleged to be defective unless seller has previously agreed in writing to be so liable
9.4.4 loss of profit or consequential loss of any kind to buyer however caused
9.5 Goods may only be returned to seller if so agreed by seller in writing and seller's reasonable certificate as to the quantity of returned goods received by it shall be final and binding
9.6 Where a complaint or claim has been made in respect of goods proved or alleged to be defective seller may at its option either
9.6.1 cancel all existing contracts at any time or
9.6.2 suspend further deliveries of goods under any contract until the validity and amount of such complaint or claim has been finally determined and in any such event the applicable delivery date(s) shall be postponed accordingly without liability by seller to buyer
9.7 Complaints as to quality can be considered only if written notice is given to seller immediately buyer is aware of the defect and provided the defective goods are placed aside for inspection by seller or at seller's option returned initially or buyer pays seller's costs of travelling and inspection. If the goods are later proved to be defective seller shall be liable to buyer for the cost of returning the goods at buyer's expense. No liability shall attach to seller hereunder unless and until this procedure has been strictly carried out.
10. EXAMINATION AND TEST
10.1 Buyer undertakes to examine and test the goods immediately upon receipt and thereafter at periodic intervals sufficient to ensure that so far as reasonably practical the goods will be safe and without risk to health when properly used.
10.2 Unless the buyer shall within 7 days (UK deliveries or 21 days non UK deliveries) of the receipt of the goods have given written notice to seller of any defect in or non-conformity of the goods the goods shall be conclusively deemed to be in all respects in accordance with contract terms.
11. SUB-CONTRACTING AND RE-DELIVERY
11.1 Seller reserves the right to sub-contract any contract
11.2 Contracts shall not be assigned by buyer and except with the written permission of seller goods delivered under contracts shall not be re-sold or exported or re-delivered by buyer except after processing.
11.3 If seller has reasonable cause to believe that any goods have been or are being sold in breach of this condition it has the right to suspend or cancel deliveries under any contract which it may have with buyer.
12. CANCELLATION OR NON PAYMENT
12.1 If buyer purports to cancel a contract or refuses to accept delivery of goods hereunder buyer is liable to seller for seller's loss; in such case and in the case where seller recollects goods from buyer seller is entitled forthwith to re-sell the goods and any other goods held by seller for buyer and seller will credit buyer with the net amount obtained by seller in disposing of the goods and any other goods when sold after costs of sale
13. PACKAGES
13.1. Without prejudice to the generality of the word “packages” shall include crates cases holders hessian wrappers boxes other containers and pallets
13.2 Loaned packages shall remain the property of seller at all times
13.3 Packages may be charged to buyer at the time of despatch and such charges will be credited to buyer on return of the packages in good order and condition in accordance with this condition or where seller accepts responsibility
13.4 Any packages not returned or not returned in good order and condition within the times specified below shall be paid for by the buyer at seller’s standard rate operating at the date of delivery unless loss or damage occurs prior to the passing of risk to buyer and notice has been given in accordance with the notification condition above or the loss or the damage occurs after the packages have been received back at seller’s supplying works or depot. All other loss or damage shall be buyer’s responsibility.
13.5 Buyer must immediately notify seller of any loss or damage howsoever caused while the packages are at buyer’s risk or in buyer’s possession or control
13.6 Return of packages (UK sales)
Unless otherwise agreed buyer must return packages carriage paid to the supplying works or depot indicated by the seller within 4 months of date of invoice and must advise seller of date and method of despatch
13.7 Return of packages (export sales)
Unless otherwise agreed buyer must return packages freight paid from port or frontier to the supplying works or depot indicated by the seller within 6 months of date of invoice and must advise seller of date and method of despatch
14. DELIVERY
14.1 Goods sold "TO ARRIVE" are subject to safe arrival of goods at the designated port. Any variation in the total of the war risk insurance rate of or any other charge tax demurrage levy duty or impost on the goods shall be to buyer's account. In the event of the value of pound sterling falling subsequently to the date of this contract in relation to the currency applicable to seller's contract with suppliers of the goods seller has the option of cancellation of any unfulfilled portion of a contract
14.2 Goods sold "TO ARRIVE": instructions for delivery to be given in time to enable them to be carried out upon arrival. In the absence of such instructions or if ordered by buyer to transport and buyer fails to provide same when goods are available seller may take such steps as seller may in its absolute discretion consider to be necessary to clear the goods and seller may recover from buyer all expenses thereby incurred. Rent will be charged to buyer in accordance with this condition
14.3 Delivery date(s) means the date(s) upon which the goods are ready for despatch to the point of delivery
14.4 All deliveries must be taken up by the delivery date stated in the contract or if no date is stated delivery shall be taken and the contract completed within 2 months of the first day of the month in which the contract was booked
14.5 When it is necessary for buyer to supply any holders or other containers or packaging or labels or identification or supply particulars in respect of the goods or do any other act to enable seller to effect deliveries such labels identifications and particulars must be furnished or act performed within the time specified by seller to enable seller to deliver within contract time.
14.6 Seller shall have the right to cancel any undelivered balance not taken up by the date stated on the contract or at the end of the said 2 months as the case may be or any balance which seller cannot deliver by reason of buyer's default hereunder and in either case without prejudice to any claim for damages seller may have
14.7 Unless otherwise specifically agreed in writing seller may affect delivery of the goods by whatever means seller thinks most appropriate
14.8 The indicated delivery date(s) specified in the contract is a genuine forecast in the light of current conditions but is given without legal commitment and accordingly so far as concerns delivery time shall not be of the essence. Seller will notify buyer if delivery is anticipated to be later than the end of the month following any specified delivery date.
14.9 Seller only undertakes to deliver the goods to the nearest single convenient point for unloading. Seller reserves the right to make an additional charge on buyer's request for split deliveries or for any duty additional to mere unloading as above.
14.10 Seller reserves right to make delivery by instalments but no default or failure by seller in respect of any instalment shall vitiate the contract; buyer shall make payment according to invoice notwithstanding any request by buyer to postpone delivery.
14.11 Seller may deliver goods in advance of the quoted delivery date on giving reasonable notice to buyer
14.12 If seller fails to deliver the goods for any reason other than beyond seller's reasonable control or buyer's fault and seller is liable to buyer, seller's liability is limited to the excess (if any) of the cost to buyer (in the cheapest available market) of similar goods to replace those not delivered over the price of the goods.
15. DELIVERY CHARGES
15.1. Any increase in delivery charges imposed on seller after the date of order shall be to buyer’s account
15.2 Where additional delivery storage or other costs are incurred to meet buyer's requirements such additional costs will be charged to buyer
16. PAYMENT
16.1 Time of payment shall be of the essence
16.2 Unless otherwise stated in writing by seller all trade accounts are payable within 30 days of invoice date and are not subject to discount
16.2.1 unless otherwise stated in writing by the seller all retail sales direct to the public are payable with the order
16.3 Seller shall be entitled to charge interest at a rate of 2.5% over Barclays Bank PLC base rate per year from time to time on
16.3.1 all overdue payments calculated from the contractual payment date to the date of actual payment
16.3.2 the price of any goods of which buyer shall have failed to take delivery from contractual date for delivery until the date of payment
16.4 Buyer shall not be entitled to withhold or set off payment for goods delivered or for any reason whatsoever
16.5 No time or indulgence allowed by seller shall prejudice any right or remedy which seller may have hereunder
16.6 Where goods are to be delivered by instalments payment for each instalment shall be a condition of delivery of subsequent instalments
16.7 Unless otherwise stated in writing by seller the terms for the sale of custom designed products and special purpose items include a deposit with order which is the higher of the cost of tooling (if any) and 20% of the order value. The balance is payable before delivery.
17. COPYRIGHT
17.1 Copyright in all works documents drawings and designs (whether unregistered design right or rights IN designs capable of registration) (including databases) prepared by buyer or seller and in any works executed from those documents drawings and designs shall unless previously specifically agreed in writing remain the property of seller
17.2 Buyer shall be entitled as licensee to use works documents drawings and designs produced by seller but only within the scope of the agreement as to these as being between seller and buyer
17.3 Seller does not warrant that it has copyright in all works documents drawings and designs as this may be vested in artists photographers and others commissioned or subcontracted by seller
17.4 If buyer reproduces seller's design without such consent buyer agrees to pay seller 2«% of sellers reasonable estimate of the higher of the cost or sale price of the works or goods referred to in the documents or drawings
18. DESIGN AND SPECIFICATION
18.1 Any design costs specifically incurred by seller for buyer will be amortised over an agreed volume of goods. If buyer fails to take sufficient goods for amortisation seller shall be entitled either:-
18.1.1 to charge buyer with the balance cost of amortisation
18.1.2 to use the design for its own purposes notwithstanding any previous agreement.
19. ALTERATION OF DESIGNS AND SPECIFICATIONS
19.1 Seller reserves the right at any time to vary or alter any designs and specifications of goods without notice
20. GOODS ON SALE OR RETURN
20.1 No goods are delivered on sale or return unless specifically stated by seller in writing
20.2 If goods are delivered to buyer on a sale or return basis
20.2.1 buyer shall at its own expense insure the goods against fire explosion water damage theft aircraft malicious damage and impact and shall be responsible for any damage to the goods howsoever caused until such goods have been either sold to a third party or re-delivered to seller
20.2.2 seller shall be entitled at any time to have such goods checked and to demand their return to seller or their despatch to any third party nominated by seller
21. SELLER'S LIEN
21.1 Any goods delivered to or in the custody or control of seller are subject to a lien upon them for the general balance of account and all liabilities of any kind whatsoever owed to seller by buyer and a sufficient quantity of them may be sold and the proceeds credited against such balance of account if the amount due is not paid within 21 days of notice being given by seller to buyer of the intention to sell. If any sum remains after such credit it shall be paid to buyer less any incidental expenses incurred in the selling of the goods
22. FORCE MAJEURE
22.1 Seller may suspend deliveries totally or partially without any liability to buyer for failure to deliver or delay in delivery during any period in which it is prevented from or hindered or delayed in manufacturing supplying or delivering by normal route or means of delivery the goods of the description covered by contracts through any circumstances outside the control of seller including but not limited to wars fires strikes lockouts accident reductions in or unavailability of power or other services at manufacturing plant breakdowns of plant or machinery or shortage or unavailability from normal sources or routes of supply of raw materials or governmental action and where the goods are to be or are being supplied through seller from any other manufacturer or supplier whether within or outside the UK in the event of a reduction or cessation in the availability of the said goods or any materials or services involved in their manufacture supply or delivery for any reason whatsoever beyond the reasonable control of the said manufacturer or supplier
23. PROPER LAW AND JURISDICTION
23.1 All disputes arising out of or in connection with the contract shall be governed by English law and buyer accepts the jurisdiction of such court whether in England or elsewhere as seller may nominate
24. NON-COMPETITION & CONFIDENTIALITY
24.1 Seller shall hold confidential all information details specifications drawings and any other matter relating to the goods or services to be supplied in any way whatsoever and shall not disclose them or any of them to any other person except such employees and permitted sub-contractors and suppliers as may be necessary for the proper performance of its obligations under this contract. All documents and drawings containing such information and any copies will be returned to buyer at any time upon request of buyer.
24.2 Buyer agrees that during the currency of any dealings between buyer and the seller and for a period of one year thereafter
24.3 Buyer will not either on its own account or for any person firm company or organisation solicit or entice or endeavour to solicit or entice away from seller any director manager or servant of seller whether or not such person would commit a breach of his contract of employment by reason of leaving the service of seller
24.4 It will not directly or indirectly deal with employ or be employed by or be in partnership with any person who has in the previous 12 months been a director manager servant of or consultant to seller and who by reason of such employment is or may be likely to be in possession of any confidential information or trade secrets relating to the business or the customers of seller
24.5 Buyer will not make or permit to be made any commercial use of confidential information or use it for the benefit of itself or a third party in such a way that buyer or any other person may at any time obtain or attempt to obtain commercial advantage over seller. Confidential information means the identity of seller's suppliers and customers the existence and nature of any agreement between seller and buyer and all information of whatever nature in whatever form relating to or obtained by buyer from any source regarding seller's business or any information obtained as a result of being allowed access to any of seller's premises or documents designs or other material supplied by seller or produced between buyer and seller
24.6 Buyer will not deal with any person or persons who:-
24.6.1 in the last 12 months supplied goods or services to seller in respect of buyer
24.6.2 in the 6 months prior to cessation of dealings between the parties was in touch with seller for the purpose of supplying goods or services to seller in respect of buyer.
Buyer agrees that it will not use seller's name in connection with any publicity
Buyer agrees that it will obtain similar written undertakings from any employee sub-contractor or consultant engaged by buyer
25. NOTICES
25.1 Any notice shall be in writing and may be served by prepaid first class letter post delivery or facsimile to The last known address of the appropriate party. Services shall be deemed to be effective 24 hours after delivery by post, upon receipt after delivery and instantaneously by facsimile.
26. JURISDICTION
26.1 English law shall apply to any contract within which these terms and conditions are incorporated and the parties agree to submit to the exclusive jurisdiction of the English courts.
