Specials Order Form

Aclardian Limited, Highfield Court, Church Lane, Madingley, Cambridge, CB23 8AG, United Kingdom
Tel:+44 (0)844 5763180 Fax:+44 (0)844 5763182
Complete this form and fax it to
0844 5763182 or scan it and email it to info@aclardian.com
Specials Order Form
Customer details
Customer account no.
Organisation name
Branch no.
Delivery address
Contact details
Postcode
name
phone
email
fax
Tick preferred method of acknowledgement
Purchase order no.
fax
email
Customer ref. (if any)
Comments or
special instructions
Product details
Product
Code
Strength Pack size
No of packs
These products are "Specials" as described in MHRA Guidance Note 14 and are requested by a medical practioner
for the treatment of specific patients
Name (please print)
Signature
Registration no
Products are sold in accordance with Aclardian's standard terms of business and are strictly non-returnable
Office use only
Received by
order no.
Date
ACLARDIAN LIMITED – TERMS OF BUSINESS
1
BASIS
1.1 These terms shall apply to all contracts for the sale of
products (the “Products”) by Aclardian Limited
(“Aclardian”) to the party with whom it is dealing (the
“Customer”) to the exclusion of all other terms and
conditions including any terms or conditions which the
Customer may purport to apply under any purchase
order, confirmation order or similar document.
1.2 No variation of these shall be binding unless agreed in
writing between the authorised representatives of the
Customer and Aclardian.
1.3 Aclardian’s employees or agents are not authorised to
make any representations concerning the Products
unless confirmed by Aclardian in writing. In entering into
the contracts the Customer acknowledges that it does
not rely on any such representations which are not so
confirmed, but nothing in these terms affects the liability
of either party for fraudulent misrepresentation.
1.4 Any advice or recommendation given by Aclardian or its
employees or agents to the Customer or its employees
or agents as to the storage, application or use of the
Products is followed or acted upon entirely at the
Customer’s own risk, and Aclardian shall not be liable
for any such advice or recommendations.
1.5 Any typographical, clerical or other error omission in any
sales literature, quotation, price list, acceptance of offer,
invoice or other document or information issued by
Aclardian shall be subject to correction without any
liability on the part of Aclardian.
2
ORDERS AND SPECIFICATIONS
2.1 No order submitted by the Customer shall be deemed to
be accepted by Aclardian unless and until confirmed by
an Order Acknowledgement.
2.2 The Customer shall be responsible to Aclardian for
ensuring the accuracy of the terms of any order
(including any applicable specification) submitted by the
Customer, and for giving Aclardian any necessary
information relating to the Products within a sufficient
time to enable Aclardian to perform the contract in
accordance with its terms.
2.3 No order which has been accepted by Aclardian may be
cancelled by the Customer except with the prior written
consent of Aclardian which may be given on such terms
as Aclardian shall in its sole discretion determine.
3
PRICE OF THE PRODUCT
3.1 The price of the Products shall be the price quoted by
Aclardian (whether the quotation is provided orally by an
authorised representative of Aclardian or in writing).
However all prices are subject to final written
confirmation.
3.2 Aclardian reserves the right, by giving notice to the
Customer at any time before delivery, to increase the
price of the Products to reflect any increase in the cost
to Aclardian which is due to any factor beyond the
control of Aclardian (such as, without limitation, any
foreign exchange fluctuation, currency regulation,
alteration of duties), any change in delivery dates,
quantities or specifications for the Products which is
requested by the Customer, or any delay caused by any
instructions of the Customer or failure of the Customer
to give Aclardian adequate information or instructions.
3.3 All prices quoted are subject to value added tax at the
standard rate prevailing at the date of supply.
3.4 Unless otherwise agreed, all orders are supplied on an
ex-works basis and are subject to additional delivery
and documentation charges.
4
DELIVERY OF THE PRODUCTS
4.1 Delivery of the Products shall be made by Aclardian
delivering the Products to the place agreed with the
Customer for delivery.
4.2 All despatch and delivery dates are approximate only
and do not form part of the contract. Time for delivery
shall not be of the essence unless previously agreed by
Aclardian in writing and late delivery shall not entitle the
Customer to cancel the order.
4.3 Aclardian may make and the Customer shall accept
Failure by
partial deliveries of Products ordered.
Aclardian to make any one or more deliveries in
accordance with the contract or any claim by the
Customer in respect of any one or more deliveries shall
not entitle the Customer as a whole to treat the contract
as a whole as repudiated.
5
RETURNS
5.1 Unless agreed in writing by Aclardian Products will not
be accepted for return unless one of the following
reasons applies: (a) to correct an error committed by
Aclardian in ordering or delivery, (b) in response to a
Product or batch recall, (c) where Products are alleged
to be faulty, or (d) where packaging is alleged to be
damaged. In each case the reason should be notified to
Aclardian within three working days of the Customer
receiving delivery of the Products and the following
procedures followed:
5.2 Returns to correct an error in delivery ordering
5.2.1 The Customer must obtain prior authorisation for the
return in writing.
5.2.2 The Products must be in perfect condition, not marked
in any way or unsealed, and should not show any
evidence of having been tampered with.
5.2.3 In the event that any of the above conditions are not
met, Products will not be accepted for return except at
Aclardian’s discretion.
5.3 Returns in response to a Product or batch recall
5.3.1 Customers will be notified by Aclardian of any recall.
Products will only be accepted according to the specific
instructions and the time frame provided on the recall
form.
5.3.2 Products must be clearly identified as returns relating to
a Product or batch recall.
5.3.3 Credit or replacement will be issued as notified by
Aclardian.
5.4 Returns because a Product is alleged to be faulty.
5.4.1 Customers should notify Aclardian by telephone as soon
as reasonably possible after discovering the alleged
fault and send a written report with details of the alleged
fault.
5.4.2 If the Product is faulty, credit or replacement will be
issued as notified by Aclardian.
5.5 Returns because packaging is alleged to be damaged.
5.5.1 Customers should notify Aclardian by telephone and as
soon as reasonably possible after discovering the
alleged damage and send a written report with details of
the alleged damage.
5.5.2 If the damage has been caused by Aclardian or its
carrier, credit or replacement will be issued as notified
by Aclardian.
5.6 In all cases where the return of the Products is
authorised Aclardian will arrange for a courier to collect
the Products from the Customer. There may be a
charge levied for this.
6
RISK AND PROPERTY
6.1 Risk of damage to or loss of the Products shall pass to
the Customer at the time of delivery or, if the Customer
wrongfully fails to take delivery of the Products, the time
when Aclardian has tendered delivery of the Products.
6.2 Notwithstanding delivery and the passing of risk in the
Products, or any other provision of these terms, the
property in the Products shall not pass to the Customer
until Aclardian has received in cash or cleared funds
payment in full of the price of the Products and all other
Products agreed to be sold by Aclardian to the
Customer for which payment is then due.
6.3 Until such time as the property in the Products passes to
the Customer, the Customer shall hold the Products as
Aclardian’s fiduciary agent and bailee, and shall keep
the Products separate from those of the Customer and
third parties and properly stored, protected and insured
and identified as Aclardian’s property, but the Customer
may resell or use the Products in the ordinary course of
its business.
6.4 Until such time as the property in the Products passes to
the Customer (and provided the Products are still in
existence and have not been used or resold), Aclardian
may at any time require the Customer to deliver up the
Products to Aclardian and, if the Customer fails to do so
forthwith, enter on any premises of the Customer or any
third party where the Products are stored and repossess
the Products.
6.5 The Customer shall not be entitled to pledge or in any
way charge by way of security for any indebtedness any
of the Products which remain the property of Aclardian,
but if the Customer does so all moneys owing by the
Customer to Aclardian shall (without limiting any other
right or remedy of Aclardian) forthwith become due and
payable.
7
PAYMENT & CREDIT TERMS
7.1 Subject to any special terms agreed between the
Customer and Aclardian, Aclardian shall be entitled to
invoice the Customer for the price of the Products on or
at any time after the dispatch of the Products.
7.2 Payment is due on demand, but in any case, for
Customers with approved account facilities, must be
made no later than the due date listed on the relevant
invoice. If the Customer does not pay the price on the
due date Aclardian may bring an action for the price
even though property in the Products has not passed to
the Customer.
7.3 The Customer shall pay the price of the Products by the
due date of the invoice, notwithstanding that delivery
may not have taken place and the property in the
Products has not passed to the Customer. The time of
payment of the price shall be of the essence of the
contract.
7.4 If the Customer does not abide by any credit terms
agreed by Aclardian, Aclardian reserves the right to
withdraw credit facilities without notice.
7.5 If the Customer fails to make any payment on the due
date then, without prejudice to any other right or remedy
available, Aclardian shall be entitled to: (a) cancel the
contract or suspend any further deliveries to the
Customer, (b) appropriate any payment made by the
Customer to such of the Products (or the Products
supplied under any other contract between the
Customer and Aclardian) as Aclardian may think fit
(notwithstanding any purported appropriation by the
Customer), (c) charge the Customer interest (both
before and after any judgement) on the amount unpaid,
at the rate of two per cent per month, until payment in
full is made (a part of a month being treated as a full
month for the purpose of calculating interest), (d) charge
the Customer any costs incurred by Aclardian in the
course of collecting outstanding moneys due to
Aclardian from the Customer.
7.6 Payment by cheque or other negotiable instrument is
ineffective until such instrument is honoured and our
bank account is credited with the amount due.
7.7 Aclardian reserves the right to charge the Customer
£20.00 for each unpaid item either returned or
represented at Aclardian’s bank or such greater sum as
shall represent the cost incurred by Aclardian by reason
of such dishonour or failure as aforesaid.
Any
outstanding account balance will become immediately
due for payment.
8
INSOLVENCY OF CUSTOMERS
8.1 Aclardian shall be entitled, without prejudice to any other
rights or remedies available to it, to cancel any contract
to which these terms apply in whole or in part or to
suspend deliveries thereunder if the Customer is in
breach of any term of such contract or becomes
insolvent or a Receiver, Manager or Administrative
Receiver is appointed to the whole or any part of the
undertaking, business or assets of the Customer or if
any petition is presented applying to the court for the
winding up of, or for an Administrative Order to be made
in relation to, the Customer or a resolution is passed for
its winding up or dissolution, or the Customer becomes
bankrupt or enters into a voluntary arrangement with its
creditors, and if Products have been delivered but not
paid for the price shall become immediately due and
payable notwithstanding any previous agreement or
arrangement to the contrary.
9
LIABILITY
9.1 Subject as expressly provided in these terms, and
except where the Products are sold to a person dealing
as a consumer (within the meaning of the Unfair
Contract Terms Act 1977), all warranties, conditions or
other terms implied by statute or common law are
excluded to the fullest extent permitted by law.
9.2 Except in respect of death or personal injury cased by
Aclardian’s negligence, or liability for defective products
under the Consumer Protection act 1987, Aclardian
shall not be liable to the Customer by reason of any
representation (unless fraudulent), or any implied
warranty, condition or other term, or any duty at
common law, or under the express terms of the contract,
for loss of profit or for any indirect, special or
consequential loss or damage, costs, expenses or other
claims for compensation whatsoever (whether caused
by the negligence of Aclardian, its employees or agents
or otherwise) which arise out of in connection with the
supply of the Products (including any delay in supplying
or any failure to supply the Products in accordance with
the contract or at all) or their use or resale by the
Customer, and the entire liability of Aclardian under or in
connection with the contract shall not exceed the price
of the Products, except as expressly provided in these
terms.
9.3 Aclardian shall not be liable to the Customer or be
deemed to be in breach of the contract by reason of any
delay in performing, or any failure to perform, any of the
Aclardian’s obligations in relation to the Products, if the
delay or failure was due to any cause beyond
Aclardian’s reasonable control. Without limiting the
foregoing, the following shall be regarded as causes
beyond Aclardian’s reasonable control; act of God,
explosion, flood, tempest, fire or accident; war or threat
of war, sabotage, insurrection, civil disturbance or
requisition; acts, restrictions, regulations, bye-laws,
prohibitions or measure of any kind on the part of any
governmental, parliamentary or local authority; import or
export regulations or embargoes; strikes, lock-outs or
other industrial actions or trade disputes (whether
involving employees of Aclardian or of a third party);
difficulties in obtaining raw materials, labour, fuel, parts
or machinery; power failure or breakdown in machinery.
10 RESTRICTIONS ON USE
10.1 For Products that are unlicensed relevant medicinal
products or “Specials” as described in Schedule 1 of
The
Medicines
for
Human
Use
(Marketing
Authorisations etc.) Regulations 1994/SI 3144 as
amended, the Customer undertakes to adhere to MHRA
Guidance Note 14.
In particular the Customer
represents that such Products are requested by a
doctor, dentist or supplementary prescriber registered in
the United Kingdom for use by his individual patients on
his direct personal responsibility
10.2 The Products are intended for use solely within the
United Kingdom and the Customer alone shall be
responsible for compliance with any laws, regulations or
requirements in force in relation to use or supply of
Products outside of the United Kingdom.
11 GENERAL
11.1 If any provision of this contract is held by any court or
other competent authority to be invalid or unenforceable
in whole or in part the validity of the other provisions of
this contract and the remainder of these provisions in
question shall not be affected.
11.2 No waiver by Aclardian of any breach of the contract by
the Customer shall be considered as a waiver of any
subsequent breach of the same or any other provision.
11.3 The headings in these terms are for convenience only
and shall not affect their interpretation.
11.4 Any notice required or permitted to be given by either
party to the other under these terms shall be in writing
addressed to that other party at its registered office or
principal place of business or such other place as may,
at the relevant time, have been notified pursuant to this
provision to the party giving the notice.
11.5 This contract shall be governed by the laws of England
and the Customer agrees to submit to the exclusive
jurisdiction of the English Courts.