TERMS FOR THE SALE OF VEHICLES, EQUIPMENT AND FOR THE SUPPLY OF SERVICES Cont:-

5. Retention of title

5.1 Any Vehicle or Parts supplied by the Company to the Customer shall remain the sole and absolute property of the Company until the Customer has paid to the Company in cash or cleared funds or via Confirmed Irrevocable Letter of Credit Drawn against a Major European Bank the price in full together with the full price of any other vehicle, part(s) or services agreed to be sold by the Company to the Customer for which payment is then due. The Customer acknowledges that it is in possession of the Vehicle or Parts solely as a fiduciary agent and bailee of the Company until payment.
5.2 The Customer will store protect and maintain records of the Vehicle or Parts on its own premises in a manner which makes them readily identifiable as the property of the Company and shall keep them insured in their full replacement value. 5.3 Until the Customer becomes the owner of the Vehicle or Parts, the Company shall be entitled at any time to require the Customer to deliver up the Vehicle or Parts to the Company and if the Customer fails to do so forthwith the Company shall have the right to enter upon the premises of the Customer or any third party where such Vehicle or Parts are stored and repossess them. The Customer shall indemnify the Company against any liability which the Company may incur in connection with the taking or attempting to take possession of them.
5.4 Whilst the Company retains title to the Vehicle or Parts, the Customer may sell the Vehicle or Parts as the Company's undisclosed agent.
5.5 The Customer may not pledge or in any way charge as security for any indebtedness any Vehicle or Parts which remain the property of the Company.

6. Company's warranties and liabilities

6.1 The Company shall be liable for death or personal injury resulting from its negligence and for any breach of Section 12 of the Sale of Goods Act 1979.
6.2 Where the Customer deals as a consumer within the meaning of the Unfair Contract Terms Act 1977, the Company shall be liable for any breach of the terms set out in Sections 13, 14 and 15 of the Sale of Goods Act 1979 insofar as such terms are implied in this Contract.
6.3 Subject to clauses 6.1 and 6.2 above all representations (other than fraudulent misrepresentations), warranties, conditions or other terms which are either expressly given or implied by statute or common law are excluded from this Contract and the Company shall not be liable for any loss or damage whether caused by the negligence of the Company, its servants or agents or however caused.
6.4 The Company shall in no circumstances whatsoever be liable for any loss of profit, business or production or any similar loss or damage, where direct of indirect, or consequential or however caused.
6.5 If the Company is held liable under any provision of clause 12, then save for claims under clause 6.1 or 6.2 above the Company's liability shall be limited to the price of the Vehicle, Parts or Services under this Contract; and no claims arising out of this Contract may be brought more than one year after the Customer becomes aware of the claim.
6.6 Force Majeure, The company shall not be held liable for damages nor shall the customer have the right to terminate this Agreement for any delay or default in performing hereunder if such delay or default is caused by conditions beyond the company's control including, but not limited to Acts of God, Government restrictions (including the delay, denial or cancellation of any export or other necessary license), wars, insurrections and/or any other cause beyond the reasonable control of the party whose performance is affected.
6.7 Save for claims under 6.1 or 6.2 the Customer shall indemnify the Company in respect of any costs, claims, loss or liability made or incurred by any person in connection with the Vehicle, Parts or Services.

7. Manufacturer's warranty

7.1 Where applicable, each new Vehicle and any new Parts supplied by the Company under this Contract have the benefit of a manufacturer's warranty.

8. Termination following Customer's default

8.1 If any of the following events occur, the Company may cancel this Contract; or suspend any further supply of any Vehicle or Parts; or discontinue the performance of any Services; or cancel any credit arrangements. The price for each Vehicle or all Parts ordered (whether or not delivered) and for all Services that have been performed shall become immediately due and payable.
8.1.1 if the Customer fails to pay any sum due on the due date under this or any other contract made with the Company:
8.1.2 if the Customer breaks any other term of this Contract (other than in clause 8.1.1. above) and (if capable of remedy) fails to remedy the breach within 7 days of receipt of a notice from the Company requiring the Customer to do so:
8.1.3 if the Customer dies; ceases to carry on business; or is unable to pay its debts within the meaning of the Insolvency Act 1986; or a petition is presented for bankruptcy or an interim order; or the Customer makes any arrangement with creditor:
8.1.4 if the Customer convenes a meeting of its creditors; or if a proposal is made for a voluntary arrangement or any scheme or arrangement for the benefit of creditors; or an administrator, receiver, or administrative receiver is appointed over any of its assets; or a petition is presented for an administration or winding up order:

9. General
9.1 Any notice shall be in writing addressed to the addressee at its registered office or principal place of business.
9.2 The Company contracts as principal and not as agent. The Company may appoint an independent contractor to perform all or any part of this Contract for the Company. The Customer shall not assign this Contract.
9.3 Any failure by the Company to exercise any of its rights shall not be a waiver of the Company's rights. If any of the provisions in this Contract are found to be invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining provisions shall not be affected.
9.4 This Contract shall be governed in accordance with English Law and all disputes relating to it shall be decided by the English Courts.

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