|Terms and Conditions
Analog Implant Parts is a part of Analog Implant Laboratory
1.1 ''Company'' means Analog Implant Laboratory trading as Analog Implant Parts whose registered office is March House, March Lane, Mollington, OX17 1BP and whose trading address is March House, March Lane, Mollington, OX17 1BP.
1.2 ''Conditions'' means these Terms and Conditions of Sale.
1.3 ''Contract'' means the contract for the sale of the Goods by the Company governed by these Conditions.
1.4 ''Customer'' means the person, firm or company from whom an Order is accepted by the Company.
1.5 ''Goods'' means the articles or any of them described in the Order and supplied under the terms of the Contract.
1.6 ''Order'' means the order placed by the Customer for the supply of Goods.
1.7 "Seller" means the person who has provided the goods to be sold.
1.8 A Registered Dental Professional is a qualified person registered with the General Dental Council (GDC) and should be able to provide evidence of their GDC number.
2. The Agreement
2.1 The Contract and all agreements from time to time entered into between the Company and the Customer which provide for the sale of goods by the Company to the Customer shall be deemed to incorporate these Conditions which represent the entire agreement of the Company and the Customer with regards to the Goods except as may be otherwise specifically agreed in writing by the Company. These Conditions shall override any terms and conditions stipulated, incorporated or referred to by the Customer in any order, correspondence, negotiations or in any other way.
2.2 No Order is binding on the company until expressly accepted by the Company.
2.3 Without prejudice to the foregoing, acceptance of delivery of the Goods by the Customer shall be deemed to constitute acceptance of these Conditions to the exclusion of all other terms and conditions whatsoever.
2.4 If any term or condition herein (or part thereof) is held to be invalid or unenforceable for any reason by any court of competent authority, it is to that extent to be deemed removed from the Contract without prejudice to the validity or effectiveness of the remaining terms and conditions hereof.
2.5 The rights of the Company shall not be prejudiced or restricted by any indulgence or forbearance extended to the Customer and no waiter of any breach shall operate as a waiver of any subsequent breach.
2.6 If a Customer (being a company) has a petition presented for its winding up or passes a resolution for voluntary winding up otherwise than for the purpose of a bona fide amalgamation or reconstruction or becomes insolvent or compounds with its creditors or has an administrator appointed over all or any part of its assets or (being an individual) becomes bankrupt or insolvent or enters into an arrangement with its creditors or (in any case) commits a material or serious breach of the Contract (and in the case of such breach being remediable fails to remedy it within 7 days of receiving notice to do so) he will be deemed to have repudiated the Contract.
3.1 All Goods are supplied subject to the Company's prices ruling at the time of acceptance of the Order.
3.2 All prices quoted are VAT exempt and all costs or charges in relation carriage, insurance and packing, all of which amounts the Customer shall pay in addition.
3.3 The Customer shall not be entitled to make any deduction from the price of the Goods in respect of any alleged rights to set off or counterclaim unless the validity and the amount thereof have been expressly acknowledged and admitted by the Company in writing.
This invoice may not reflect the net cost of supplies to the Purchaser. Any additional discounts or other reductions in price may be reportable per local government regulations.
5. Payment Terms
5.1 Payment for the Goods shall be due in full on presentation of an invoice for the Goods in question unless expressly amended by the Company in writing.
5.2 The Company reserves the right to require full payment with the Order prior to the delivery of the Goods for all customers or customers in respect of which the provisions of Clause 4.4 apply.
5.3 Time for payment of the price shall be of the essence and without prejudice to any other right which the Company may have. The Company shall be entitled to charge interest on overdue amounts due under the Contract from the due date for payment until payment such interest to accrue from day to both before and after judgement and to be payable on demand at the rate of two per cent (2%) per month above the base rate for the time being of BANK and proportionately for any lesser period.
5.4 The Company reserves the rights to suspend further delivery to demand security for payment and to cancel any allowance for further credit in the event of
a) any payment under the Contract (or any other Contract with the Customer) not being made when due; or
b) the company in its sole discretion at any time considering that the financial condition of the Customer has ceased to justify any such terms being permitted.
5.5 Queries on invoices must be made in writing within 14 days after the date of the invoice.
5.6 A marketing price will be agree between the Company and the Seller and we hold no further responbility.
5.7 A handling fee of 15 % of the final sale price will be charged and deducted from the final sale price.
6. Delivery and Risk
6.1 Time for delivery of the Goods shall not be of the essence of the Contract and shall not be made so by notice. The Company shall use reasonable endeavors to deliver the Goods within a reasonable time but reserves the right to deliver the Goods in installments where any of the respective Goods are not immediately available.
6.2 Risk in the Goods shall pass to the Customer on dispatch.
6.3 When delivery is to be made by installments or the Company exercises its right to deliver by installments under Clause 5.1 the company shall be entitled to invoice the Customer for each such installment and each such installment shall be deemed to be a separate Contract.
6.4 Goods will not be sold nor dispatched outside of the borders of the United Kingdom.
6.5 Goods will not be dispatched until payment is cleared in full.
7. Passing of Property and Retention of Title
7.1 Notwithstanding delivery the property in the Goods shall not pass to the Customer until the Customer has paid in full the price of the Goods.
7.2 Furthermore the property in the Goods shall not pass to the Customer unless and until the Company has received in cleared funds all sums which are or which may become due to the Company from the Customer on any account.
7.3 Until property in the Goods has passed to the Customer the customer must:
a) hold the Goods on a fiduciary basis as the Company's bailee
b) store the Goods (at no cost to the Company) separately from all other goods of the Customer or any third party in such a way that they remain readily indentifiable as the Company's property
c) maintain the Goods in satisfactory condition insured on the Company's behalf and to the reasonable satisfaction of the Company for their full price against all risks and
d) hold all proceeds of the insurance referred to in Clause 6.3 c) above on trust for the Company and not mix them with any other money nor pay the proceed into an overdrawn bank account.
7.4 The Company may at any time if payment is overdue in whole or in part or in the event of the Customer's repudiation of the Contract pursuant to Clause 2.6 without prejudice to any other right enter upon any premises where the Goods are stored or where they are reasonably thought to be stored and may repossess the same.
8.1 The Goods are being sold on behalf of a third party and therefore sold without a warranty. The Goods can therefore be returned to the Company for the Company to sell on the Customer's behalf as long as the goods are in the same condition and remain unopened as they were upon sale to the Customer. In this instance there will be no further fees deducted.
8.2 We hold no responsibility for defective or opened goods as these are being sold on behalf of a third party. It would be in the Customer's interest to seek recompense from the branded supplier. Goods that are no longer sealed from the manufacturer will be advertised as so.
8.3 Due to the nature of the Company, the Goods are sold as is and cannot be returned referred to in Clause 8.1.
8.4 The Customer assumes all risks and liability resulting from the use of these Goods whether used separately or in combination with other Goods.
9. Education and Modification of Products.
9.1 The Company strongly recommends completion of formal postgraduate implant education and competent use. The Company also recommends strict adherence to the procedures described in the Branded Company's Instruction Manual or Terms and Conditions of Use. All goods should be handled by GDC registered persons.
9.2 The Company reserves the right to discontinue the sales of any Goods at any time or change specifications of the Goods without notice and without incurring any obligation.
10. Return and Exchange Policy
10.1 The Company will not refund or exchange Goods however Goods may be returned to the Company to be resold on behalf of the Customer referred to in Clause 8.1.
11.1 Nothing in the Contract shall be deemed to exclude or restrict the Company's liability for fraudulent misrepresentation or for death or personal injury resulting from negligence.
11.2 Nothing in the Contract shall be deemed to affect the statutory rights of any Customer dealing as a consumer within the meaning of the Unfair Contract Terms Act 1977 or the Unfair Terms in Consumer Contracts Regulations 1994.
11.3 Save as expressly stated herein all warranties and conditions whether express or implied by statute (including in particular Section 13, 14 and 15 of the Sale of Goods Act 1979 as amended) usage trade custom or otherwise relating to the quality or nature of the Goods or their life or wear or fitness for any particular purpose or use under any specific conditions are hereby expressly excluded.
11.4 The Company shall not be liable for any consequential or indirect loss suffered by the Customer whether this loss arises from breach of duty in contract, tort or misrepresentation or in any other way (including loss arising from the Company's negligence). Non-exhaustive illustration of consequential or indirect loss include loss of profits, loss of contracts, damage to the property of the Customer or anyone else and personal injury to the Customer or anyone else (except so far as such injury is attributable to the Company's negligence).
11.5 The Company's total liability for all claims in contract, tort (including negligence for breach of statutory duty) misrepresentation or otherwise arising out of any one Contract shall not exceed the Contract price.
12. Fore Majeure
12.1 The Company shall have no liability under the Contract in respect of any failure or delay in fulfilling any of the Company's obligations to the extent that fulfillment thereof is prevented, frustrated, impeded or delayed as a consequence of any event or occurrence whatsoever beyond the reasonable control of the Company.
13. Sales Promotion
13.1 Documentation Whilst the Company takes every precaution in the preparation of its catalogues, technical circulars, price lists and its other literature. These documents are for the Customer's general guidance only and the particulars contained therein shall not constitute representations by the Company and the Company shall not be bound thereby.
14. Governing Law and Jurisdiction
The Contract shall be governed by and construed in accordance with English law and all disputes arising in connection with the Contract shall be submitted to the exclusive jurisdiction of the English courts.
15. Analog Implant Parts retaining of goods from customer. The Company will hold onto the customers goods in a secure environment. The goods will remain the property of the seller utill they are sold. The customer or seller may at any time request their goods to be returned. If requested the goods will be returned to the seller as soon as possible.
16. Quality Control. We will photograph the goods on receipt of the goods. If any goods which are requested to be returned they will be returned in the same condition that they were received by the Company.
17. Payment to the Seller. A schedule will be agreed in writing between the seller and the Company prior to the goods going on sale as to how and when the seller will want to receive the monies for the goods sold. Payments will be made on the fifteenth day of every month to the seller for the any goods that have been sold to that point. Please note that if the fifteenth day falls on a day when we are closed for business then the payment will be made on the nearest working day thereafter.
18 Handling Fees. The Company will charge a handling fee of fifteen percent of the final sale price to the seller upon the sale of the goods. This fee will be deducted prior to the payment to the seller taking place. The buyer and the seller will be liable for the PayPal fees incured during any transaction, should the choose to use PayPal. This will not exceed 3.4 percent of the final sale price. There will be no fees from the Company should a direct Bank transfer be used.
19. The Company reserves the right to change the terms at any time.