International Recycling Limited Logo

Terms & Conditions of Purchase

1. DEFINITIONS:
1.1 Us/We/Our means International Recycling Limited of
64-66 Westwick Street, Norwich, Norfolk, NR2 4SZ, UK
1.2 Conditions means the conditions of purchase set out in this document and any special terms and conditions agreed in writing by the Us
1.3 Contract means the contract for the provision of the Goods
1.4 You/Your means the person firm or company selling or agreeing to sell Goods to Us in accordance with the Conditions
1.5 Goods means all paper plastic or metal items replacements materials or any part there of (togetherwith any services) that We agree to purchase from You as detailed on the Order
1.7 Price means the price of the Goods as setout in the Order, excluding VAT
(where applicable)
1.9 Order means Our written order for the Goods as provided to You which shall include any specifications relating to the Goods
1.10 Delivery Date means the date specified by Us when the Goods are to be delivered
1.11 Delivery Address means the place of deliveryof the Goods as set out in the Order or otherwise agreed

2. CONDITIONS APPLICABLE AND ORDERS:
2.1 The Conditions shall apply to the Contract to the exclusion of all other terms and conditions including any terms or conditions which You may purport to apply under Your sales order or similar document
2.2 No variation to the Conditions (including any special terms and conditions agreed between the parties) shall be binding unless agreed in writing between a director or other of Our authorisedrepresentatives and You
2.3 Despatch or delivery of the Goods (whichever the earlier) by You to Us shall be deemed conclusive evidence of Your acceptance of the Conditions
2.4 Where applicable (and unless otherwise provided in the Conditions) any terms referred to in these Conditions any Order or other documentation issued by Us relating to the rights and obligations ofthe parties to the Contract with respect to the delivery of the Goods shall have the meaning set out in “Incoterms 2000”
2.5 Except as otherwise provided no Order which has been accepted by You may be cancelled by You except with Our agreement in writing and on terms that You shall indemnify Us in full against all loss (including loss of profit) costs damages charges and expenses incurred by Us as a result of the cancellation.
2.6 You acknowledge that it shall be Your responsibility to notify Us of all governmental statutory local authority requirements (or other requirements) relating to the supply of the Goods to Us of which You are aware (or in respect of which it is reasonable for You to be aware).

3. DELIVERY:
3.1 Delivery of the Goods shall be made to the Delivery Address by the Delivery Date
3.2 Time for delivery of the Goods is of the essence of the Contract. If You fail to deliver (or know or suspect that You will fail to deliver) all the Goods in accordance with the Contract to the Delivery Address on the Delivery Date then without prejudice to any other right or remedy availableto Us:-
(a) (You shall notify Us twenty four hours (24hrs) prior to the Delivery Date of Your pending failure or suspected pending failure to deliver the Goods to the Delivery Address on the Delivery Date);
(b) subject to Our notifying You (irrespective of whether or not we receive from you the notice required under clause 3.2(a) above) We may terminate the Contract by giving notice to You. In this event without prejudice to Our other remedies You shall promptly collect at Your expense (including but not limited to all sea and/or road transit charges levied) any Goods which have been delivered
3.3 Where delivery of a quantity of the Goods which correspond to the Contract which is less than the agreed quantity has been tendered and We have not exercised Our right of termination under clause 3.2(b) above We may:-
(a) accept the Goods which correspond to the Contractand recover for Your breach in respect of the failure to deliver the remainder of the Goods; or
(b) require You promptly to deliver sufficient Goods which correspond to the Contract to comply with the quantity required
3.4 If for any reason We are unable to accept delivery of the Goods on the Delivery Date We shall notify You accordingly and in such event You shall store the Goods at Your expense and shall safeguard the Goods and take all reasonable steps to prevent their deterioration until actual delivery.
3.5 Depending on export requirements We may require loading photographs to be supplied to Us at Your expense in a format acceptable to Us and within five (5) days of the date of any such request
3.6 Weighbridge tickets and a bale count shall be supplied directly to Us by You as proof of loading on the Delivery Date

4. PRICE AND PAYMENT:
4.1 Unless otherwise agreed the Price is inclusive of all packaging insurance transportation and delivery costs to the Delivery Address. Property and risk of damage to or loss of the Goods shall pass to Us upon delivery of the Goods
4.2 Subject to any special terms agreed in writing between Us and You payment for the Goods is due within thrity (30) days of the end of the month following delivery to the Delivery Address
4.3 We may set off against and deduct from any payment due to You under the Contract the amount of any sum which is or is about to be due from You to Us whether in relation to the Contractor otherwise
4.4 Except as otherwise provided and unless otherwise agreed by Us You acknowledge and agree that all Goods supplied by You to Us under the Contract will be paid for based on the reprocessor-received weight

5. WARRANTIES AND LIABILITIES AND REGULATORY REQUIREMENTS:
5.1 The Goods supplied by You shall be in accordanc ewith the relevant British European and/or International Standard and You shall ensure that all the Goodsare of satisfactory or the very best quality and fit for the purposes for which We intend the Goods. We do reserve the right to make any changes in specification to the Goods which are required to conform with any applicable safety or other statutory requirement or (where the Goods are supplied to Our specification) which do not materiall yaffect their quality or performance.
5.2 You shall be liable for all specifications and instructions (“Specification(s)”) issued by Us to You with any Order or pursuant to the Contract and shall fully indemnify Us and keep Us fully indemnified against all loss directly or indirectly arising out of any error in or omissio nfrom such Specifications
5.3 Where You agree to supply Goods of a specified quality You warrant that the Goods will comply in all material respects with that quality specifiedin the Order but minor variations within the variances set out in clause 5.4(a)-(c) inclusive below shall not be deemed to breach the Contract.
5.4 You shall remain liable for ensuring the quantity and quality of the Goods until such time as We have inspected and accepted the Goods at the Delivery Address or any of Our premises (whichever the later). In particular:-
(a) You shall ensure that all Goods are delivered to the Delivery Address air-dry within a variance not exceeding ten percent (10%) per bale
(b) Where the Goods supplied by You have a moisture content in excess of ten percent (10%) per bale You acknowledge and agree that We reserve the right in Our absolute discretion to reject theload and/or make a claim against You on the excess and that You shall bear all costs and expenses associated with any such rejection and/or claim(s)
(c) Unless agreed otherwise by Us before loadingWhere the Goods supplied by You have a short loading weight You acknowledge and agree that You shall be liable to pay to Us a low weight surcharge on the Goods equal to no more than [15%] of the Price.
5.5 Where the Goods supplied by You do not conform to the quantity and/or quality of the Contracts pecifications in the Order and/or the standards set out in this clause 5 You acknowledge and agree that We reserve the right in Our absolute discretion to:-
(a) have the Goods (or such a proportion of the Goods as notified as failing to conform to the Contract specification) replaced free of charge;
(b) cancel the Contract without liability whereupon You shall promptly refund any sums paid in respect of the Price and You shall collect the Goods if already delivered;
(c) make a claim against You on any discrepancy in quality and/or quantity
and You shall bear all costs and expenses associated with any such rejection cancellation and/or claim(s)
5.6 All risk in and all removal of and other costs associated with and Goods rejected pursuant to this clause will be borne by You with effect from notice of rejection
5.7 We shall notify You in writing (enclosing supporting evidence where We consider it appropriate) of any such discrepancy in or failure to conform with the relevant quantity quality or standard as soon as is practicable
5.8 You shall ensure that all sea and/or road containers used by You in the transit of the Goods:-
(a) shall be loaded with no less than twenty four metric tonnes (24 MT) per load; and
(b) shall be loaded to and not above the maximum legal capacity. We shall not be liable for and You shall fully indemnify Us against any director indirect claim loss or damage howsoever arising from sea and/or road containers exceeding the maximum legal capacity
5.9 You shall ensure that the Goods comply fully with all relevant legislation by-laws or regulations (including but not limited to Health and Safety legislation by-laws or regulations) applicable in the United Kingdom and the European Union. In the event that We notify You (in the Order or otherwise) that the Goods are intended for supply to another country or jurisdiction then You shall ensure that the Goods comply with all relevant legislation by-laws or regulations (including but not limited to Health and Safety legislation by-laws or regulations) applicable in that country or jurisdiction
5.10 You warrant that You are fully aware of and (in respect of the Goods) fully comply with the requirements of all relevant laws European Unionand other legislation regulations or by-laws in force (as amended from time to time) at the date of Your delivery of the Goods including (but not limited to) laws European Union legislation regulations or by-laws known specifically as or generically referred to as:-
(a) Transfrontier Shipment of Waste Regulations;
(b) Producer Responsibility Obligations;
(c) Environmental Protection Act/Duty of Care;
(d) Environmental Agency Registered Waste Broker/Carrier;
(e) Council Regulation (EEC) No. 259/93 of 1 February1993
5.11 You acknowledge that:-
(a) (for the purposes of these Conditions generally) the Goods are exported for “recovery /recycling” as defined (as appropriate) in the laws European Union and other legislation regulations or by-laws referred to in clause 5.5(a)-(f) inclusive above
(b) We are a United Kingdom Environment Agency Accredited Exporter;
(c) We are permitted to issue PERN; and
(d) Unless otherwise agreed in writing You are not entitled to claim PERNs/PRNs on any United Kingdom-sourced packaging waste that You supply to Us with the Goods
5.12 The Goods shall be marked or branded in accordance with Our instructions and all lawful requirements and properly packed and secured for delivery to Us in an undamaged condition. Further You shall ensure that all bales containing the Goods provided by You under the Contract are prepared for transit (and are in fact at all times transported to the Delivery Address) wire (plastic and/or stringare unacceptable) tied and loaded in sea and/or road worthy containers and at all times secured in accordance with applicable Health and Safety legislation by-laws or regulations applicable in that country jurisdiction or otherwise. We shall not be liable for any direct or indirect claim loss or damage howsoever arising from the transit of the Goods. It is Your responsibility to ensure that all relevant information to ensure compliance with this clause is requested from Us in the event that such information is not made available at the time of Our placing the Order
5.13 You shall permit Us to inspect and test the Goods at the Delivery Address or any of Our premises (whichever the later). In the event We are not reasonably satisfied that the Goods or comply in all material respects with the Contract and/or the standards set out in this clause 5 You without extra cost to Us shall use all reasonable steps to ensure due compliance.
5.14 You shall remain fully liable to Us for the performance of the Contract notwithstanding that any part of it (whether or not with Our consentor knowledge) is subcontracted. You shall ensure that all property and all materials comprised in the Goods (including all packaging) obtained by You from third parties passes to Us in accordance with clause 4.1 above
5.15 You shall take all reasonable steps to ensure that performance of the Contract does not result in personal injury to or damage to the property or environment of any persons. You must promptly give Us full information about any risk of such damage which at any time You believes to exist in relation to the transportation and storage handling or use of any Goods supplied. All of Your personnel or agents or subcontractors must comply with all reasonable safety instructions whilst on any of Our premises. You shall fully indemnify Us immediately on demand from time to time against any loss claim liability or expense suffered by reason of the personal injury or deathor loss or damage of property (including pecuniary loss whether directly or consequentially suffered) to any person resulting wholly or in part from any act or default by You Your agents Your subcontractors or any other personnel
5.16 You shall ensure that You are insured on terms reasonably acceptable to Us from time to time against all risks of liability for anyone's death personal injury or loss or damage of property.

6. REJECTION AND CANCELLATION:
6.1 We may cancel the Contract at any time prior to delivery of the Goods by giving notice of cancellation at least five (5) working days before the Delivery Date. On giving such notice You shall promptl refund to Us any sums paid in respect of the Price. We shall not be liable for any loss or damage whatsoever arising from such cancellation
6.2 In the event the Goods (or any part of them) fail in any respect to conform to the Contract specification We may at Our option either:
(a) reject the Goods by giving notice of rejection to You within seven (7) working days of discovery of the relevant breach of Contract; or
(b) reject such proportion of the Goods as fail to conform to the Contract specification by giving notice of rejection to You within seven (7) working days of discovery of the relevant breach of Contract
6.3 Our exercise of any rights under this clause is without prejudice to any other rights which We may have against You and none of Our rights will be adversely affected or deemed to have been waived by any inspection approval or acceptance of any Goods Us prior to Our discovery of any breach of Contract to which that right might apply
6.4 Without prejudice to any other right or remedy available to Us We shall be entitled to cancel the Contract without any liability on Our partat any time in the event that:
(a) You make any voluntary arrangement with its creditors or becomes subject to an Administration Order or (being an individual or a firm) becomes bankrupt or goes into liquidation (otherwise for the purposes amalgamation or reconstruction);
(b) an encumbrancer takes possession of or a receiver is appointed over any of Your property or assets;
(c) You cease or threaten to cease to carry on business;
(d) You breach any of the Conditions;
(e) We reasonably apprehend that any of the events mentioned above is about to occur in relation to You and notifies You accordingly

7. GENERAL:
7.1 Any reference in the Conditions to any provisions of a statute shall be construed as a reference to that provision as amended re-enacted or extended at the relevant time
7.2 The headings in the Conditions are for convenienceonly and shall not affect their interpretation
7.3 No waiver by Us of any breach of the Contract by You shall be considered as a waiver of any subsequent breach of the same or other provision
7.4 No failure by Us to exercise any power givento Us or to insist upon strict compliance by You with any obligation hereunder and no custom orpractice of the parties at variance with the terms hereunder shall constitute any waiver of any of Our rights under the Contract
7.5 If any provision(s) of these Conditions is(are)held by any competent authority to be invalidor unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provisions in question shall not be affected thereby
7.6 Any notice under these Conditions shall be properly given if in writing and sent by first class post, telex or facsimile to the address of the intended recipient as stated in the contractor to such address as We and You from time to time notify to each other as their respective addresses for service and shall be deemed servedin the case of postal notice, on the expiry of 48 hours from time of posting, in the case of telex on the recording of the “answer back” code on the sender’s machine, and in the case of facsimile, on the expiry of 15 minutes from completion of transmission by the sender.
7.7 Except as otherwise provided nothing in this Contract shall confer on any third party any benefitor the right to enforce any terms of this Contract
7.8 You shall not assign the benefit of the Contract without Our prior written consent
7.9 The Data Protection Act requires Us to advise You that Your personal information voluntarily submitted in the course of instructing Us to purchase the Goods are held on Our database(s). Unless requested not to do so We may, from time to time, use these details to send You information We believe may be of interest You. Further, with your priorconsent, We may share Your personal information with Our selected third parties. We will only process Your personal information in accordance with the terms of our privacy policy, available on request and on-line at www.international-recycling.com/privacypolicy
7.10 We reserve the right to assign the benefit of the Contract by prior written notice to You
7.11 Except as otherwise expressly provided nothing in this Contract shall confer on any third party any benefit or the right to enforce any terms of this Contract.
7.12 All disputes in connection with the execution of the Contract shall be settled through friendly negotiation. In the event that no settlement can be agreed the matter in dispute shall be settled by arbitration in accordance with the Arbitration Rules of Procedures promulgated by an Internationally recognised, independent Arbitration Committee of Our choosing. The decision of the Arbitration Committee shall be final and binding upon both parties. Any initial cost of submitting the matter to arbitration shall be borne equally by the parties. The losing party shall indemnify the winning party for the cost of their half payment of the initial arbitration fee. Where no initial arbitration fee is required the loser shall pay the arbitration fee in full. All correspondence and reports shall be in the language of the parties with any translation costs borne by the party requiring the translation

Heath House, 5 Woolgate Court, St Benedict's Street, Norwich NR2 4AP UK
Telephone +44 (0)1603 723 490       Fax: +44 (0)1603 723 499

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