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1 Interpretation
In these Conditions: Customer shall mean the Customer whose particulars appear overleaf. Seller shall mean a participating associate of Lighting And Mains Power Solutions Limited. Goods shall mean any Goods (or installment or part thereof) howsoever ordered by the Customer from the Seller.

2 Basis of Sale
These Conditions of Sale together with such conditions as are to be implied by law form the entire agreement between the Customer and Seller and may only be varied in writing by an officer of the Seller. Any alleged verbal representations or collateral contracts shall be of no effect unless complying with the requirements of this clause.

3 Price of Goods
Prices quoted are exclusive of VAT, carriage and installation, and remain valid for a period of 14 days.

4 Payment
4.1 Until a Credit Account has been opened by the Seller in favour of the Customer, payment is due in cash with order or against a pro-forma invoice.
4.2 Time of payment shall be of the essence. A Customer in whose favour a Credit Account has been opened must pay for the Goods on the 28th of the month following date of invoice ("the due date") or to any alternative terms agreed.
4.3 Where payment is not made by the due date, regardless of its other remedies, the Seller shall be entitled to charge interest calculated as per the "Late Payments of Commercial Debts Regulations 2002".
4.4 If any payment is dishonoured or countermanded by the Customer, the Seller shall have the right to charge a £50.00 administration fee.

5 Delivery
5.1 Any delivery date quoted is in good faith, but the Seller shall not be responsible for any delay in delivery howsoever caused. Time of delivery shall not be of the essence.
5.2 The Seller shall be entitled to make delivery by installments and to invoice the Customer separately for each installment.
5.3 Any failure by the Customer to accept delivery shall be deemed to be a breach of contract.

6 Risk and Title to the Goods
6.1 The Goods are at the risk of the Customer from the time of delivery.
6.2 Ownership of the Goods shall not pass to the Customer until the Seller has received in full all sums due.
6.3 Until ownership has passed, the Customer must hold Goods on a fiduciary basis, store them separately, maintain them in satisfactory condition, and insure them for their full price.
6.4 The Customer may resell the Goods before ownership has passed only in the ordinary course of business at full market value.
6.5 The Customer's right to possession shall terminate immediately upon insolvency, execution, or breach of these Conditions.

7 Warranties and Liability
7.1 The Seller warrants that Goods shall correspond with their written specification at the time of delivery and will be free from material defects for 12 months from delivery, subject to conditions of use.
7.2 Claims for patent defects must be notified within 7 days of delivery; latent defects within 14 days of becoming apparent.
7.3 The Customer's remedy shall be limited to a full or partial refund or replacement at the Seller's option.
7.4 The Customer is responsible for ensuring Goods are suitable for their intended purpose.

8 Termination/Suspension
Without prejudice to any other right or remedy, the Seller shall be entitled to suspend or terminate contractual relations if the Customer is in breach of any of these conditions.

9 General
9.1 If any term proves illegal or unenforceable, it shall be deemed excised without effect on the validity of the remainder.
9.2 These Conditions shall be governed by the laws of England, and the English Courts shall have exclusive jurisdiction.