These terms and conditions shall relate to all orders for products (hereinafter called goods) supplied by Biotest (U.K) Limited (herein after called the Seller).
- Accounts for goods are payable to Biotest (U.K) Limited, First Floor, Park Point, 17 High Street, Longbridge, Birmingham, B31 2UQ
- The Seller’s terms of payment are 30 days from date of invoice or such other terms as are agreed between the seller and the Buyer in writing. Non-compliance with these terms of payment shall constitute default without reminder. Non-payment on the due date shall entitle the seller in its sole discretion to demand payment of all outstanding balances whether due or not and/or cancel all outstanding orders until receipt of cash or other adequate security. The seller may charge interest from the date on which payment falls due at a rate of 10% or 4% above the company’s current banker’s overdraft interest rate, whichever is the greater. Interest will accrue daily until the actual payment of the overdue amount.
- Prices charged will be those ruling at the date of despatch, except where they are fixed by a contract which has been offered and accepted in writing by both parties. The price of the goods excludes VAT. The customer will pay all amounts due under the contract in full without any set-off, counterclaim, deduction or withholding.
- The seller reserves the right to select the method of transportation of the goods. Any special transportation requested by the buyer shall be charged to him, at the seller’s option. Biotest UK will deliver the goods to the location set out in the order or such other suitable location as the parties may agree. The delivery is deemed completed on the completion of unloading the goods at the delivery location.
- The seller shall not be bound by any delivery terms which he has quoted, nor does the seller accept any liability for failure to deliver the goods within the stated period.
- Biotest (U.K) Limited shall have the right to delay delivery if it is prevented from or hindered in or delayed in manufacturing or delivering by normal route or means of delivery the goods of the description covered by this contract through any circumstances beyond its control, including but not limited to, force majeure events, strikes, lockouts, accidents, war, fire, reductions in or availability of power at manufacturing plant, breakdown of plant or machinery or shortage or unavailability of raw materials from normal sources or routes of supply. Biotest UK may delay for the customer's failure to provide Biotest UK with adequate delivery instructions or any other instructions that are relevant to the supply of the goods.
- Upon receipt of the goods the buyer shall inspect them promptly and notify the seller in the event of any damage, shortage or discrepancy immediately or by the next working day at the latest. Any returns must be agreed in advance with the seller. Biotest UK may, at its sole option, replace the goods or refund the price of the defective goods.
- Goods may only be returned for credit by prior agreement with Biotest (U.K.) Ltd.
In addition; for Pharmaceutical products
(a) Ambient storage products – may be returned by prior arrangement in accordance with MHRA Rules and Guidance for Pharmaceutical Distributors.
(b) Cold chain goods - will only be accepted for a credit if they are either defective, damaged or have been sent out in error by Biotest (U.K.) Ltd.
(c) The transport of non-defective returns will be at the customer's cost
(d) Goods returned are subject to valuation without recourse. The Company reserves the right to destroy any goods which are unfit or unsafe for use or sale.
- The risk in the goods shall remain in the seller until delivery, and shall pass to the buyer at the point of delivery. In the absence of prompt written advice from buyer to seller as described in condition 7, the goods shall be deemed to have been delivered and accepted by buyer complete and in a satisfactory condition.
The ownership of the products shall remain with the seller which reserves the right to dispose of the products until payment in full for all the products has been received by it in accordance with the terms of the contract or until such time as the customer sells the products to its own customers by way of bona fide sale at full market value. If such payment is overdue in whole or in part, the seller may without prejudice to any of its other rights recover or resell the products or any of them and may enter upon the customer’s premises by its servants or agents for that purpose. Such payment shall become due immediately upon the commencement of any act or proceeding in which the customer’s solvency is involved. If any of the products are incorporated in or used as material for other products before such payment of the property in the whole of such other products shall be and remain with the seller until such payment has been made or the other products have been sold as aforesaid and all the rights of the seller hereunder in the products shall extend to those other products.
Until the customer has accepted title of the goods, the customer will: (i) store the goods separately from all other goods held by the customer, (ii) not remove any identifying mark or packaging, (iii) maintain the goods in satisfactory temperature controlled condition and keep them insured against all risks, and (iv) give the seller information relating to the goods that it may require.
- The seller’s responsibility is limited to the replacement of goods or parts found defective in manufacture, labelling or packaging. The seller shall be given the opportunity of examining any alleged fault. Responsibility for consequential loss or damage cannot be accepted by the seller. Customers are not entitled to withhold payment or make deductions on account of goods claimed to be defective.
- The seller’s trademarks are duly protected by the laws in force therefore neither the buyer nor others may use such trademarks without previous permission in writing from the seller.
- Biotest (U.K) Limited reserve the right to request written confirmation of any customer order prior to executing delivery.
- Orders accepted and confirmed by Biotest shall not be cancelled, varied or suspended by the customer except with Biotest’s express agreement in writing.
- Orders are not assignable by the buyer, either in whole or in part, except with the seller’s written consent. Goods not paid for in full may not be pledged or assigned by the buyer to a third party.
- On request the seller will endeavour to provide such technical advice or assistance as it has available in reference to the use of goods by the buyer. Such advice or assistance is given gratis and the seller shall be under no obligation or liability neither for the advice or assistance given nor for the results obtained. Such advice and assistance is given at the buyer’s risk.
- All goods supplied are subject to the condition that they will not be exported or re-exported without the written permission of the company.
- Any recommendation or suggestion related to the use of the goods made by the seller is given in good faith but it is for the buyer to satisfy itself of the suitability of the goods for its own particular purpose and it shall be deemed so to have done.
Accordingly, unless otherwise expressly agreed in writing, the seller gives no warranty as to the fitness of the goods for any particular purpose even though that purpose may be specified in buyer’s order and any implied warranty or condition (statutory or otherwise) is excluded.
- These terms and conditions shall be subject to and construed in accordance with the laws of England, unless the parties otherwise agree in writing. The parties agree that the courts of England will have exclusive jurisdiction to settle any dispute.
- Biotest’s quotations and/or offers shall not be binding unless referred to expressly as binding or containing a specific period for acceptance by the customer.
- The contract constitutes the entire agreement between the parties.
- No failure or delay by a party to exercise a right or remedy under the terms will constitute a waiver of that or any other right or remedy.
- If any of the provisions of the terms become invalid, illegal or unenforceable it shall be deemed to be modified to the minimum extent necessary to make it valid, legal and enforceable.
- No one other than a party to the terms shall have any right to enforce any of the terms.
Any notices given to a party shall be addressed to that party at its registered office
Biotest (U.K.) Ltd.
First Floor, Park Point, 17 High Street, Longbridge, Birmingham, B31 2UQ
Registered in England, registration number: 1126745
VAT Number 112 0314 47
Last updated April 2020