Terms of trade for Modern Jewellery Designs Ltd

The following terms and conditions shall apply to all transactions and dealings with Modern Jewellery designs Ltd. (‘The Company’):

1.    All goods are supplied to you on the following terms and no person, whether an employee or otherwise acting as an agent of the Company or purporting to do so, has any authority to accept orders or to supply goods on any other terms and conditions or to vary these terms in any way whatsoever. Any previous dealings between you and the Company shall not vary or replace these terms or be deemed in any circumstances whatever to do so. Acceptance of goods from the Company shall be conclusive evidence before any court or arbitrator that these terms apply.
2.    You acknowledge that, by placing an order for or entering into an agreement to purchase any goods from the Company, you are expressly representing and warranting that you are solvent and have not committed any act of bankruptcy nor, in the event that you are a Company with limited or unlimited liability, know of any circumstances which would entitle any debenture holder or creditor to appoint a receiver or to petition your winding up or to exercise any other rights over or against your assets.
3.    All goods which have been sold or agreed to be sold by the Company to you shall be at your sole risk as soon as the same are delivered into your possession, custody or control, including (without limitation\) delivery to any of your vehicles, premises or representatives.
4.    All goods which have been sold or agreed to be sold to you shall remain the sole and absolute property of the Company until such time as you have paid the full price for the same to the Company together with the full price of any goods which are the subject of any other contract between you and the Company.
5.    You acknowledge that you are in possession of all goods solely as bailee for the Company until such time that the full price thereof is paid to the Company together with the full price of any other goods which are the subject of any other contract between you and the Company.
6.    Until such time as you become the owner of the goods you will store them on your premises separately from any other goods, whether your own or these of any other person, in such manner as shall make the goods and jewellery readily identifiable as those of the Company.
7.    Your right to possession of the goods and jewellery shall cease immediately if you (not being a Company) commit any act of bankruptcy or if you (being a Company) commit any act or omission which would entitle a receiver to take possession of any assets or which would entitle any person to present a petition for your winding up. The Company may for the purpose of recovery of its goods and jewellery enter upon any premises where they are stored or where they are reasonable thought to be stored and may repossess the same.
8.    Subject to the terms hereof, you are licensed by the Company to agree to sell-on the Company’s goods and jewellery subject to the express condition that such an agreement to sell shall take place as agents, save that you shall not hold yourself out as such, and bailees for the Company, whether you sell on your own account or otherwise and that the entire proceedings of the sale thereof are held in trust for the Company and are not mingled with any other monies or paid into any overdrawn bank account and shall at all times be identifiable as the Company’s monies.
9.    If you have not received the proceeds of any such sale, you will, if called upon to do so by the Company, within seven days thereof assign to the Company all rights against the person or persons to whom you have supplied any such goods or any other product or chattel made from or with the Company’s goods and jewellery.
10.    The Company shall be entitled to charge interest at the rate of two percent (2%) per month thirty days from the date of the invoice on the full amount of all unpaid invoices.
11.    Any queries or claims that any goods supplied by the Company do not meet with their description or are otherwise defective must be notified to the Company within seven days from the date of the invoice and in default of any receipt of any such notice, you shall be deemed to have accepted the goods in the state ad condition in which they were delivered to you and waived any claim in respect thereof.