UKC GROUP LIMITED AND ITS SUBSIDIARIES

GENERAL TERMS AND CONDITIONS OF SALE

GENERAL APPLICABILITY AND REFERENCE TO OTHER TERMS AND CONDITIONS OF TRADING

These terms and conditions of sale shall apply to all sales transactions entered into by companies within the UKC group at any one time.

These terms and conditions shall be read in conjunction with UKC group’s Terms and Conditions for Reverse Engineering Services which can be found at the UKC Group website at https://www.ukc.group/reverse-engineering-terms-conditions/.

UKC Group Ltd, referred to as ‘’we”, “us” and “our” in this agreement enters into sales transactions at the request of our customers, referred to as “you”, “your”, “the customer”.

UKC Group Ltd may be abbreviated to UKC.

SPECIFIC TERMS AND CONDITIONS INCORPORATED

These terms and conditions relate to sale transactions entered in to by UKC Group Ltd.

All sales transactions enter into by us shall incorporate by reference the following terms and conditions of sale unless we and you expressly agree to vary or exclude them. Any variation must be in writing.

1. QUOTATION VALIDITY: We will hold the offer open for acceptance for the period of term quoted in main quote body. Thereafter this period may be varied but in such a case the quotation may also be varied as to price and other terms and conditions.
2. DELIVERY: Quoted deliver times are subject to revision as a result of stock sales or changes in the Manufacturer’s lead times. Lead Times are based upon the best information available at the time of quotation and are effective from: – The receipt of (a) email or hard copy of purchase order, (b) confirmation and acceptance of payment method, (c) receipt of a completed EUC (End Use Certificate) where applicable, (d) the issue by the authorities of an Export Licence (if required by national regulatory body).
3. SHORTAGES: Claims for shortages or damage to goods shall not be accepted unless notified to us within fourteen (14) days from the date of receipt of the goods by the customer. Full details of the circumstances of any loss must be given and packaging retained. Admitted shortages will be replaced at the previously invoiced price.
4. CANCELLATIONS/RETURNS: Items purchased or manufactured specifically on behalf of the customer are subject to a no cancellation and no return clause. Returns accepted of non-defective goods are subject to a restocking fee of 50% of the invoiced value of the returned items, unless otherwise agreed in writing. All returned goods must be in resalable condition, in their original packaging, and returned within 14 days of delivery. The Buyer shall be responsible for all return shipping costs. Restocking fees will be deducted from any applicable credit or refund issued.
5. PRICES: Prices quoted are firm and fixed for the validity period, with the provision that in the event of any obsolescence of components, market fluctuations in raw material prices or exchange rate fluctuations of +/- 3% UKC reserve the right to amend the quotation accordingly or re-quote.

6i. MINIMUM ORDER CHARGE: The quoted prices are based upon an assumption that all the items and quantities on the enquiry / quotation will be ordered. Any deviation in quantities requested and subsequently quoted may be subject to re-quotation, minimum order quantities or minimum invoice value.

6ii. WARRANTY:

Stock / Rotable / Consumable spare parts: Warranties are valid for a period of 3 Months from date of dispatch. For Factory New Production: the Manufacturers provide a limited warranty of 12 Months from date of dispatch, limited to be free from defect caused by faulty materials or workmanship.

7. REMEDIES/DAMAGES: We will not be liable under the above warranty unless;

We are promptly notified in writing upon discovery by the customer that such goods do not conform to the warranty and the alleged defective unit is returned to us carriage pre-paid.  Examination by us and Design Manufacturing Authority of the unit shall confirm that the alleged defect exists and has not been caused by misuse, neglect, method of storage, handling, testing or repair or by any alteration or accident. We and the Design Manufacturing Authorities liability shall be limited to replacing, repairing or issuing credits in its option for goods returned within the above-mentioned periods. We shall not be liable for accidental or consequential damages or any breach thereof including but not limited to the cost of removal and reinstallation of goods, loss of goodwill, loss of profits or loss of use.

8. CERTIFICATION: UKC Group Ltd to ISO 9001.
9. PACKAGING/PACKING/MARKING: Will be in accordance with good commercial practice. Any specific packaging or labelling requirements advised after quotation may result in re-quotation.
10. PARTIAL SHIPMENTS: By arrangement and mutual agreement.
11. POINT OF DELIVERY: EXW: ESSEX UK DEPOT – INCOTERMS 2010.
12. TERMS of PAYMENT: As per quote.
13. EXPORT CONTROL: EU & USA origin products could be subject to export controls including U.S. EAR & ITAR & UK/EU export regulations. Formal end user information may be required prior to order acceptance.
14. STOCK ITEMS: Offered on a subject to prior sale basis.
15. OPERATIVE LAW

This agreement shall be governed by the laws of England and Wales.

16i. EXCLUSION OF LIABILITY

Nothing in these Conditions shall limit or exclude the Supplier’s liability for:

1. death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors where applicable;
2. fraud or fraudulent misrepresentation;
3. breach of the terms implied by section 12 of the Sale of Goods Act 1979;
4. defective products under the Consumer Protection Act 1987; or
5. any matter in respect of which it would be unlawful for the Supplier to exclude or restrict liability.

16ii. Subject to clause 16i:

1. Liability for matters arising other than those contained in clause (16i) shall not extend to losses , however caused, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and
2. the Supplier’s total liability to the Customer in respect of all other losses arising under or in connection with the Contract, however caused, shall not exceed 50% (fifty percent) of the price of the Goods.

17. FORCE MAJEURE:
Neither party shall be liable for any failure or delay in performing its obligations under this Agreement (except for payment obligations) if such failure or delay is due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil commotion, strikes, labour disputes, natural disasters, epidemics or pandemics, governmental actions, embargoes, power or utility outages, or failures of suppliers or subcontractors (each a “Force Majeure Event”).

The affected party shall promptly notify the other party in writing of the occurrence of the Force Majeure Event, its expected duration, and the steps being taken to mitigate its effects. The obligations of the affected party will be suspended for the duration of the Force Majeure Event, provided that the affected party makes reasonable efforts to resume performance as soon as practicable.

If the Force Majeure Event continues for more than 90 days, either party may terminate the affected order or this Agreement (in whole or in part) upon written notice to the other party without liability, except for any obligations accrued prior to the Force Majeure Event.