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General
Terms and Conditions of Business
1.
Business
Business
shall be transacted between Seller and Buyer on
principal-to-principal basis.
2.
Quality
Seller
shall supply Buyer with samples free of charge, and shall
guarantee all shipments to be in conformity with the samples
and specifications supplied by Seller in regard to quality and
condition.
3.
Prices
Unless
otherwise specified in each communication by fax, e-mail or
letter, all prices submitted by Seller to Buyer shall be
understood CIF London in US dollars.
4.
Offers
Unless
otherwise stated in each communication by fax, e-mail or
letter, all offers shall be considered firm, subject to
Buyer’s reply being received by Seller within twenty (20)
days of the date of dispatch.
5.
Purchase Orders
All
purchase orders made in each communication by fax or e-mail
shall be confirmed by both parties by airmail without delay,
and orders thus confirmed shall not be cancelled unless by
mutual consent.
6.
Payment
Drafts shall be drawn at thirty (30) days after sight under Irrevocable
Letter of Credit, with full set of shipping documents
attached, for the full invoice amount. The shipping documents shall be Commercial Invoice,
Insurance Policy or Certificate, Packing List, Certificate of
Origin and clean on board Bill of Lading. Irrevocable L/C
shall be opened through London Central Bank in favour of Seller
by airmail immediately upon confirmation of purchase order by
both parties in writing. Credit shall be available up to 10
days beyond the contracted time of shipment.
7.
Discount
A
quantity discount of 3% of the contract price shall be given
for an order of 500 units or more of the contracted goods.
8.
Shipment
Shipment
shall be made within the time stipulated in each contract,
except in circumstances beyond Seller’s control. The date of
bill of lading shall be taken as conclusive proof of the date
of shipment. Unless expressly agreed otherwise, the port of
shipment shall be
Chiba
.
9.
Marine Insurance
All
shipments shall be insured against All Risks under Institute
Cargo Clauses for the invoice amount plus 10%. War Risks or
any other special insurance, if required, shall be covered for
the account of Buyer. Insurance Policies or Certificates shall
be made out in GBP, and claims payable in
London
.
10.
Force Majeure
Seller
shall not be responsible for non-delivery or delay in shipment
caused by force majeure including mobilization, war,
riots, civil commotions, hostilities, blockade, requisition of
vessels, prohibition of export, fires, floods, earthquakes,
tempests, strikes, lockouts, hijacking, acts of terrorism and
any other contingencies which prevent shipment within the
period stipulated. In the event of any of the aforementioned
causes arising, documents proving its occurrence or existence
shall be submitted to Buyer without delay.
11.
Delayed Shipment
In
case of force majeure the time of shipment originally
stipulated shall be extended for a period of twenty-one (21)
days. In case shipment within the period thus extended should
still be prevented by continuance of the causes in question or
the consequence thereof, Buyer shall have the option of either
allowing the delayed shipment of the goods or canceling the
order by giving Seller a notice of cancellation in writing.
12. Claims
Claims, if any, shall be made in writing by Buyer within fifteen (15)
days of the date of landing the goods at destination. Seller
shall, nevertheless, be responsible for latent defects of the
goods regardless of any delay or failure in giving such a
notice of claim.
13.
Arbitration
All
disputes arising in connection with the contract shall be
finally settled by arbitration in
London,
UK
in accordance with Commercial Arbitration Rules of the
London Court of International Arbitration. The award rendered by the
arbitrator (s) shall be final and binding upon both parties.
14.
Trade Terms
The
trade terms to be used in the contract shall be governed and
construed by the provisions of Incoterms
2000, ICC Publication No. 560, unless otherwise specifically
stipulated.
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