Common use of Delivery Clause in Contracts

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. 5.1 If, for the execution of the agreement, the Supplier is dependent on the cooperation of the Purchaser and the Purchaser fails in that cooperation for whatever reason, the period for execution shall be extended with as much time as reasonably needed by the Supplier to reverse the delay caused by the Purchaser's failure. The Provider shall deliver the Goods at the time(s) and date(s) specified same applies if delays in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it execution arise as a result of such over-delivery (including but not limited requests by or due to the Purchaser to change, adapt or supplement that which was agreed upon. In addition, the extra costs of moving and storing that the Goods), failing which Supplier incurs in connection with the Customer may dispose of such Goods and charge the Provider delay that has arisen as specified above are for the costs expense of such disposal. the Purchaser. 5.2 The risk in any over-delivered Goods delivery date shall remain with the Provider unless they are accepted be determined by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed Supplier to the contrarybest of its ability and in good faith, the Customer yet shall not be obliged a strict deadline unless agreed upon otherwise between the Parties. Exceeding the delivery date, for whatever reason, does not give entitlement to compensation, termination of the agreement, cancellation of the order or not fulfilling any obligation which may arise for the Purchaser as a result of the agreements concluded with the Supplier. 5.3 Deliveries shall occur "DDP"(INCOTERMS 2010) as the agreed-upon place of delivery. 5.4 Unless agreed upon otherwise, the Supplier shall ensure the loading of the goods as "Ex Works" (INCOTERMS 2010). 5.5 The Purchaser is responsible for unloading the goods at the address indicated by the Purchaser. The Purchaser bears all risks with regard to damage to goods and/or persons caused while unloading. 5.6 If the Purchaser indicates an address outside of the Netherlands as a destination, the Supplier must acquire an export license or other official authorisation and, where applicable, comply with all customs formalities for the export of goods. The Purchaser must acquire an import license or other official authorisation and, where applicable, comply with all customs formalities for the import of goods and their transport through its own country. 5.7 The Purchaser is required to accept goods and services for which delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than Supplier was agreed upon at the date specified or agreed for its delivery shall, without prejudice and location that applies between the Parties based on the related agreement and/or these Terms. 5.8 The Supplier is authorised to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customermake partial deliveries.

Delivery. The Provider shall deliver the Goods at the time(s) Generally, and date(s) specified unless otherwise expressly established in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Providerwriting, the point of delivery shall sale will be when made “Ex Works”, i.e., GOIZPER will provide the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund goods to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited – or to the costs haulage contractor hired by the latter to transport goods to their facilities - in the facilities of moving and storing the GoodsGOIZPER. From that moment, all expenses (transport, insurance, customs, etc.), failing which as well as the Customer may dispose risks of such Goods and charge the Provider for the costs damage or loss of such disposal. The risk in any over-delivered Goods goods, shall remain with the Provider unless they are accepted be met by the Customer. The Customer For such purposes, the provision of the goods shall be under no obligation understood as depositing them in the facilities of GOIZPER and the corresponding notice to accept the customer or, in their absence, the haulage contractor assigned, whether this notice is made by GOIZPER by telephone or pay in writing. In case of telephone notice, the existence of a notice will be presumed if thirty (30) days have elapsed since the estimated delivery date communicated by GOIZPER without the Customer – or their haulage contractor – having picked up the goods from the facilities of GOIZPER. GOIZPER will never offer closed, final and/or binding delivery dates. In this regard, all delivery dates indicated by GOIZPER will only be approximate and communicated by GOIZPER in good faith and solely for the purpose of facilitating a smooth business relationship. As a result, GOIZPER will not assume any direct or consequential liability for any Goods supplied earlier than type of losses or damages arising from the delivery of goods before or after the estimated delivery date for delivery stated communicated in a non-binding manner. In the event of any delay by the Customer in receiving the goods provided in the Order Form. Unless expressly agreed aforementioned terms, GOIZPER reserves the right to claim from the Customer the payment of an amount equivalent to the contrarystorage costs incurred by the demurrage of the materials from the seventh working day after the provision of the goods until the actual receipt thereof. If the delay continues for a period of more than ninety (90) days, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery GOIZPER may make use of any instalment later than the date specified or agreed for them at its delivery shallfree will, without prejudice to any other rights or remedies the right of GOIZPER to request the payment of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerstorage costs indicated herein.

Delivery. (A) The Provider delivery times provided by the Seller are an indication only and depend on various factors such as availability of the Seller’s stock and, if required under the Contract, receipt of the Buyer’s instructions or approval. Accordingly, time for delivery shall deliver not be of the essence. Delivery of the Goods shall be in accordance with the specific incoterm stated in the Quotation and unless otherwise agreed, ex-works from the Seller’s premises or such other location as the Seller advises. The Buyer shall collect the Goods and be responsible for loading and transporting the Goods at the time(s) its sole risk and date(s) specified liability. Any delays in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by shall not entitle the Staff Buyer to refuse to take delivery of the Goods, claim compensation or other damages, withhold payments due or terminate the Provider's suppliers Contract. (B) The Buyer shall accept delivery of any shipment or carriers at such place as consignment of the Customer or duly authorised person shall reasonably directGoods which is within ten percent (10%) of the Contract quantity. All deliveries Payment for the Goods so delivered shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standardincreased or decreased on a pro rata basis. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails The Seller is not bound to deliver the Goods within in one consignment and the time specified in the Order Form, the Customer may release itself from any obligation to Buyer shall accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept split deliveries or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, howeverGoods are sent packed in accordance with the Seller’s normal practice. If the Buyer fails or refuses to take delivery of the Goods, the Customer does specify Buyer shall be liable for all costs, charges and expenses incurred including storage, handling and interest. (C) If Seller agrees to deliver the Goods, any shortage or agree visible damage to the Goods (including packing) must be noted on the ▇▇▇▇▇▇▇’▇ ▇▇▇▇ of lading or delivery note at the time of delivery or within such time as to enable the Seller to comply with the carrier’s conditions of carriage. Details of any shortage or damage must be sent immediately to the Seller in writing. If the bill of lading or delivery note is signed by instalments, or on behalf of the Buyer without exception such signature shall constitute conclusive proof that the Goods were received in good order and the quantity was correct. In the case of non-delivery of any instalment later than a whole shipment or consignment, a written claim must be made within seven (7) days of the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle advice note or the Customer to terminate invoice whichever is the whole of any unfulfilled part of the Contract without further liability to the Customerlater.

Delivery. The Provider 10.1. Any delivery date indicated by Synertech Innovations shall deliver merely be regarded as the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point estimated date of delivery and shall not bind Synertech Innovations to effect delivery on or near such date. 10.2. The customer shall accept delivery whenever it is tendered and shall not be when the Goods are removed entitled to resile from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided agreement nor to withhold or defer any payment nor to a reduction in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice price nor to any other rights and remedies right or remedy against Synertech Innovations (whether for losses, costs, damages, expenses, interest or otherwise) on account of the Customer. The Customer shall be under no obligation delays in effecting delivery, partial delivery or non-delivery, whether occasioned by any negligent (including grossly negligent) act or omission attributable to accept or pay for any Goods delivered in excess of the quantity orderedSynertech Innovations. 10.3. If the Customer elects not delivery of any particular order is to accept such over-delivered Goods it shall give notice be effected in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods)consignments, failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer Synertech Innovations shall not be obliged to accept delivery deliver any part of the order until the purchase price which is due in respect of the part of the order which has already been delivered has been paid (also refer to paragraph 18.2. 10.4. If the goods are to be delivered by instalments. If, howeverroad, the Customer customer shall be obliged to procure that the delivery destination shall be easily accessible to road transport vehicles. Unless specifically quoted for the cost of goods does specify not include delivery or agree transport costs. The customer shall be responsible for off-loading the goods at the delivery destination at the customer’s risk and costs. If the goods are to be transported by rail, the customer, at his risk, shall be responsible for collection of the goods at the railhead and the goods shall be regarded as delivered, if Synertech Innovations has agreed to deliver it at the railhead, when Synertech Innovations delivers it to the railhead to be so transported. 10.5. If Synertech Innovations agrees to engage a third party to transport the goods, then Synertech Innovations is hereby authorized to engage a third party of its choice on the customer’s behalf and on the terms deemed fit by Synertech Innovations, at the costs and risk of the customer to collect the goods (which shall constitute delivery by instalmentswhen it is so collected) and transport it to the Customer. The customer hereby indemnifies Synertech Innovations against any costs and claims that may arise against Synertech Innovations from such engagement. 10.6. The customer shall be obliged to inspect all goods upon delivery and shall endorse the delivery note as to any missing or damaged goods and the onus of proof of any missing or damaged goods shall rest on the customer. No claims for missing or damaged goods shall be valid unless the delivery note has been endorsed as aforesaid and unless, in addition, the customer notifies Synertech Innovations in writing within 3 business days of the delivery of any instalment later than the goods of the claim in question and specifying the goods relating to such claim. 10.7. The customer shall be obliged to furnish all information necessary to enable delivery of the relevant goods to be effected. If the customer fails or refuses to furnish the information, delays, or fails or refuses to take delivery or fails to make payment, the goods shall notwithstanding the provisions of clause 7 be deemed to have been delivered to the customer forthwith. The customer shall be obliged to collect the relevant goods from Synertech Innovations at his risk and costs. The risk in and to the goods shall pass to the customer on the deemed date specified or agreed for its of delivery and Synertech Innovations shall, without prejudice in addition to any other rights or remedies it may have, be entitled to charge the customer for the storage of the Customer, entitle goods at a storage rate of 1% per month or portion thereof calculated on the Customer to terminate the whole of any unfulfilled part value of the Contract without further liability to goods stored as from the Customerdate of delivery until the date it is collected by the customer and payable before collection thereof.

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where a. If the Goods are delivered by the Providerdelivered, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails authorises ▇▇▇▇▇▇▇ Cranes to deliver the Goods within to the time specified in the Order Form, place nominated by the Customer may release itself and to leave the Goods at such place whether or not any person is present to accept delivery. ▇▇▇▇▇▇▇ Cranes is not obliged to obtain a signed receipt, signed delivery docket or other acknowledgment of the Goods from any obligation person at the nominated place for delivery, but if such signature or acknowledgement is obtained from a person reasonably believed by ▇▇▇▇▇▇▇ Cranes to accept and pay hold authority to sign for or otherwise take delivery of the Goods and/or terminate the ContractGoods, in either case without prejudice to any then such signed receipt, signed delivery docket or other rights and remedies acknowledgment will be conclusive evidence of the Customer. ’s acceptance of the Goods. b. The Customer shall be under no obligation must provide a suitable and safe area at the nominated delivery site to accept unload the Goods and ensure that ▇▇▇▇▇▇▇ Cranes (or pay for any Goods delivered in excess agent’s, employees or contractors of ▇▇▇▇▇▇▇ Cranes) use of the quantity ordered. If nominated delivery site is compliant with relevant work health and safety legislation. c. Delivery of the Customer elects not Goods is deemed to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund occur when they are handed to the Customer or the Customer’s representative, whichever occurs first. ▇▇▇▇▇▇▇ Cranes will not be liable on any expenses basis whatsoever for loss suffered by the Customer after the Goods are delivered. d. The Customer agrees to examine the Goods immediately after delivery. e. The Customer must pay and ▇▇▇▇▇▇▇ Cranes reserves the right to charge the Customer all costs and fees incurred as a result of: i. any delay in delivery of the Goods which is caused by the Customer or the conditions of the nominated delivery site or the nature of the Goods being delivered; ii. any unexpected labour or additional costs in connection with the delivery; and iii. any permit or licence or other extraordinary costs of transporting or delivering the Goods (including wide or long loads). f. If ▇▇▇▇▇▇▇ Cranes are unable to deliver the Goods due to the Customer, ▇▇▇▇▇▇▇ Cranes reserve the right to store the Goods or deliver the Goods to any nominated delivery site and charge the Customer all costs of storage or delivery (as applicable) incurred by it ▇▇▇▇▇▇▇ Cranes for such storage or delivery. g. The Customer agrees to indemnify and hold ▇▇▇▇▇▇▇ Cranes (or agent’s, employees or contractors of ▇▇▇▇▇▇▇ Cranes) from any and all claims, loss and damage arising out of: i. Delivery of the Goods (including any loss or damage cause by delivering the Goods to an unattended site and loss or damage suffered by ▇▇▇▇▇▇▇ Cranes as a result of such over-any property damage or personal injury caused by the delivery (including but not limited to the costs of moving and storing unloading the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal; ii. The risk Customer’s failure to provide a safe, suitable and compliant nominated delivery site in any over-delivered Goods shall remain accordance with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed clause 9(a); except to the contraryextent that ▇▇▇▇▇▇▇ Cranes (or agent’s, the Customer shall not be obliged to accept delivery by instalments. Ifemployees or contractors of ▇▇▇▇▇▇▇ Cranes) have committed an act of negligence, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies breach of the Customer, entitle the Customer to terminate the whole of any unfulfilled part law or breach of the Contract without further liability to the CustomerAgreement.

Delivery. Deliveries under the Contract will begin no earlier than the Start Delivery Date (as such term is defined in the Order) and end no later than the End Delivery Date (as such term is defined in the Order). The Provider period between the Start Delivery Date and the End Delivery Date is hereinafter referred to as the “Delivery Window”. Seller shall deliver Goods periodically through the Goods at the time(s) and date(s) specified Delivery Window based on Buyer’s actual need as determined in the Order Form. Unless otherwise stated in the Order Formgood faith by both parties, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing it being agreed that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has Buyer does not have the right to reject “stockpile” Goods and in particular Goods that are in high demand or for which there is a shortage of supply. In no event will Seller be required to accelerate the delivery of any remaining undelivered Goods if the timing of ▇▇▇▇▇’s need extends beyond the End Delivery Date or the Project is otherwise behind schedule. In the event that the timing of Buyer’s need for Goods will extend beyond the End Delivery Date, Seller shall have the right to (i) extend the Delivery Window beyond the End Delivery Date, in which case Seller may charge Buyer additional costs incurred to store the Goods or to extend shipment of the Goods, and Seller may re-price the remaining unshipped quantities based on then existing market conditions or (ii) terminate the Contract. The parties acknowledge and agree that the market price for the Goods may fluctuate materially and rapidly, and therefore, pricing under the Contract is contingent upon Buyer taking delivery in accordance with Clause 12.16the Schedule. Time of delivery shall be of the essence and if the Provider fails Seller is not required to deliver Goods if Buyer has not paid the Goods within the time specified in the Order Form, the Customer may release itself from any obligation additional costs assessed under this paragraph or if ▇▇▇▇▇’s account is otherwise not current. ▇▇▇▇▇▇ agrees to accept and pay truckers’ waiting charges for the Goods and/or terminate first hour after the Contract, in either case without prejudice truck arrives at the jobsite. Any waiting charges after the first hour will be billed to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer▇▇▇▇▇.

Delivery. The Provider (a) Delivery of the Treated Goods shall deliver be made by the Customer collecting the Treated Goods at the time(sPremises or, if some other place for delivery is agreed by the Company, by the Company dispatching the Treated Goods to that place. (b) and date(s) specified Any delivery dates given in the Order Form. Unless Quotation, Acknowledgment or otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery Company shall be when estimates only and shall not constitute essential terms of the Goods are removed from Agreement. Any delay in completing the transporting vehicle at Treatment shall not constitute a breach of contract entitling the Premises. Where Customer to terminate. (c) The Customer shall, unless the Goods are collected by the Customer, the point of Company is to arrange delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods to the Customer’s premises, collect the Treated Goods from the Premises within 10 Business Days of the Company notifying the Customer that the Treated Goods are available for collection. (d) Where the Treated Good are to be delivered in instalments each delivery shall constitute a separate contract and failure by the Staff Company to deliver any one or more of the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods instalments in accordance with Clause 12.16. Time these Conditions or any claim by the Customer in respect of any one or more instalments shall not entitle the Customer to treat the Contract as a whole as repudiated. (e) If the Customer fails to take delivery shall be of the essence and if the Provider Treated Goods or fails to deliver give the Goods within Company adequate delivery instructions at the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay stated for the Goods and/or terminate the Contract, in either case delivery then without prejudice to any other rights right or remedy available to the Company, the Company may: (i) store the Treated Goods until actual delivery and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If charge the Customer elects not to accept such over-delivered for the reasonable costs (including insurance) of storage; or (ii) sell the Treated Goods it shall give notice in writing to at the Provider to remove them within five best price readily obtainable and (5after deducting all reasonable storage and selling expenses) Working Days and to refund account to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to for the costs of moving and storing excess over the Goods), failing which price under the Agreement or charge the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than shortfall below the date for delivery stated in price under the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to Agreement; and/or (iii) terminate the whole of any unfulfilled part of the Contract without further liability Agreement pursuant to the Customerclause 14.

Delivery. The Provider Supplier shall ensure that: the Goods are properly packed and secured in such manner as to enable them to reach their destination in good condition; and each delivery of the Goods is accompanied by a delivery note which shows the date of the Order, the Order number (if any), the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Goods are being delivered by instalments, the outstanding balance of Goods remaining to be delivered; and it is available at the request of the Customer outside normal business hours, in order to address the requirements of any emergency in a timely fashion. The Supplier shall deliver the ordered Goods at to the time(s) and date(s) location as specified in the applicable Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected or as instructed by the Customer, . The Supplier shall deliver the point of delivery shall be when the ordered Goods are loaded [on the Customer's vehicle. Except where otherwise provided date specified in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods applicable Order / in accordance with Clause 12.16the lead times specified in Schedule 1] [select applicable wording] or as instructed by the Customer. Delivery shall be made during the Customer’s usual business hours unless otherwise agreed. Time of delivery shall be of the essence and if in respect of this Clause 8. If the Provider Supplier fails to deliver the Goods within comply with the time specified requirement referred to in Clause 8.5 the Order FormCustomer, the Customer may release itself from any obligation without prejudice to accept and pay for the Goods and/or terminate its other rights under the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for make payment in respect of any Goods delivered in excess which are not accepted. [Option 1: Delivery of the quantity ordered. If Goods shall take place on the Customer elects not to accept such over-delivered completion of the physical transfer of the Goods it shall give notice in writing to from the Provider to remove them within five (5) Working Days and to refund Supplier or its agents to the Customer any expenses incurred by it or its agents at the delivery address as a result of such over-delivery (including but not limited set out in the Order. Title and risk in the goods will pass to the costs Customer on completion of moving and storing delivery of the Goods).] [Option 2: Delivery and transfer of title and risk in the Goods (including, failing which without limitation, the risk of deterioration in transit) shall pass to the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain accordance with the Provider unless they are relevant provision of Incoterms identified in the Purchase Order Form.] The Customer shall not be deemed to have accepted any Goods until the Customer has had reasonable time to inspect them following delivery or, if later, within a reasonable time after any latent defect in the Goods has become apparent. Signature of a delivery note shall not constitute or imply acceptance by the Customer. [Option 1: The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept return to the Supplier any packaging or packing materials for the Goods, whether or not any Goods are accepted by the Customer.] OR [Option 2: The Supplier shall specify in the delivery by instalmentsnote if packaging or packing materials are required to be returned. IfAll packaging and packing materials shall be returned at the cost of the Supplier.] Where the Order is for Goods which are time sensitive or perishable, however[Schedule 3 (Payment Terms) / the Purchase Order Form] shall include appropriate consequences for delay. [Delete entire clause if not applicable, or else amend as required. Any financial consequences for breach (e.g. liquidated damages) should be proportionate to the customer’s legitimate business interest so that the liquidated damages will not be deemed to be a penalty] Customer Remedies If the Goods are not delivered in accordance with the applicable Contract or if following inspection or testing the Customer considers that the Goods do not conform or are unlikely to comply with the Supplier's undertakings at Clause 7.2, whether or not it has accepted, acknowledged receipt or paid for the Goods, the Customer does specify may exercise any one or agree more of the following remedies: to delivery by instalmentsterminate the Agreement or the applicable Contract; to reject the Goods (in whole or in part); to require the Supplier to repair or replace the rejected Goods, or to provide a full refund of the price of the rejected Goods (if paid); to refuse to accept any subsequent delivery of the Goods which the Supplier attempts to make; to recover from the Supplier any instalment later than costs incurred by the date Customer in obtaining substitute goods from a third party; and to claim damages for any other costs, loss or expenses incurred by the Customer which are in any way attributable to the Supplier's failure to carry out its obligations under the Contract including storage costs. If any Goods are so rejected, the property and risk shall immediately revert to the Supplier and the Supplier shall arrange for and bear the risk and expenses associated with the destruction or return of the rejected Goods. Warranties The Supplier warrants to the Customer that: it has all authorisations from all relevant third parties to enable it to supply the Goods without infringing any applicable law, regulation, code or practice or any third party’s rights and has all necessary internal authorisations to approve the execution and performance under the Agreement and/or any Contract and will produce evidence of that action to the Customer on its request; it will ensure that the Customer is made aware of all relevant requirements of any applicable law, regulation or code of practice which applies or is relevant to the supply of the Goods to the Customer; information in written or electronic format supplied by, or on behalf of, the Supplier to the Customer at any stage during the tender process, the negotiation process, the due diligence process or the term of the Agreement was complete and accurate in all material respects at the time it was supplied, and any amendments or changes to the previously supplied information will be provided to the Customer without delay; the Supplier, and all of its directors, officers, employees, affiliates, agents, suppliers and subcontractors, are not themselves, and are not or owned or controlled by any party that is, targeted by any Sanctions and Export Control Laws; and the Supplier is not aware of, and does not have any reason to suspect, any breach of Clause 12, and it is not aware and does not have any reason to suspect that performance of this Contract would put either party at risk of breaching any Sanctions and Export Control Laws; it will not and will procure that none of its employees will accept any commission, gift, inducement or other financial benefit from any supplier or potential supplier of the Customer; and none of its directors or officers or any of the employees of the Supplier has any interest in any other supplier or potential supplier of the Customer or is a party to, or are otherwise interested in, any other transaction or arrangement with the Customer. In case of any situation constituting or likely to lead to a breach of a warranty in Clause 10.1 during the term of the Agreement, the Supplier shall: notify the Customer in writing and without delay of such breach; and take all necessary steps to rectify this situation including replacement of the relevant Goods where appropriate. The Customer reserves the right to verify that the measures taken are appropriate and to request additional steps are taken within a specified or agreed for its delivery shall, time period. Failure to implement the requested measures may lead to the termination of the Agreement and/or any Contract. These rights are without prejudice to any other the Customer’s rights in Clause 19. Key contacts and service reviews The relevant contacts are as follows: Customer Contact Supplier Contact First contact Name: [**] Title: [**] Email address: [**] Tel: [**] Name: [**] Title: [**] Email address: [**] Tel: [**] Second contract Name: [**] Title: [**] Email address: [**] Tel: [**] Name: [**] Title: [**] Email address: [**] Tel: [**] Purchase Order Forms may only be issued by a person named in this Agreement as a Customer Contact [or remedies identified to the Supplier as an authorised delegate in writing / in Schedule 3.] [Include optional wording if applicable and amend] The Customer reserves the right to conduct a formal review of the Customer, entitle the Customer to terminate the whole of any unfulfilled part Agreement after 12 months. The Parties shall carry out regular reviews of the Contract without further liability to Agreement every [insert frequency of review meetings] months or as otherwise agreed. The review meetings shall comprise the CustomerContacts named in this Clause 11.

Delivery. 5.4.1 The Provider shall deliver Supplier shall: 5.4.1.1 ensure that the Goods at delivered conform in all respects with the time(s) and date(s) Leased Goods specified in the Order Form. Unless otherwise stated , the specification for leased equipment set out in Schedule 1 of the Framework Agreement (save as altered by the Order Form), and with all other requirements of this Lease Agreement. 5.4.1.2 not charge for delivery of the Leased Goods to the Premises, or for packaging used by the Supplier, other than expressly provided for in the Order Form, where . 5.4.1.3 deliver the Leased Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided times and dates specified in the Contract, Order Form and Supplier agrees that the delivery shall include the unloading, stacking or installation of the Leased Goods by the Staff or the Provider's suppliers Supplier’s sub-contractors or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. . 5.4.2 Time of delivery shall be of the essence and if the Provider fails failure to deliver the Goods delivery within the time promised or specified in the Order Form, Form shall enable the Customer may (at its sole discretion) to release itself from any obligation to accept and pay for the Leased Goods and/or terminate the Contractall or part of this Lease Agreement, in either case case, without prejudice to any other the Customer’s rights and remedies of the Customer. set out in this Lease Agreement. 5.4.3 The Customer shall be under no obligation to accept or pay for any Goods goods delivered in excess of the quantity orderedspecified in the Order Form. If the Customer elects not to accept such over-delivered Goods goods it shall be entitled to give notice in writing to the Provider Supplier to remove them within five (5) 5 Working Days of receipt by the Supplier of such notice and to refund to the Customer any expenses incurred by it the Customer as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), them) failing which the Customer may shall be entitled to dispose of such Goods goods and to charge the Provider Supplier for the costs of such disposal. The risk in any over-delivered Goods goods shall remain with the Provider unless Supplier until they are accepted collected by or on behalf of the Supplier or disposed of or purchased by the Customer. , as appropriate. 5.4.4 The Customer shall be under no obligation to accept or pay for any Goods goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed . 5.4.5 Without prejudice to the contraryCustomer’s remedies set out in clause 5.4.2, the Customer shall not be obliged to accept delivery pay any Rental for Leased Goods in respect of any period prior to the Leased Goods being delivered to the Premises Lease Agreement. 5.4.6 The issue by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of a receipt note for the Leased Goods shall not constitute any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies acknowledgement of the Customercondition, entitle the Customer to terminate the whole quantity or nature of any unfulfilled part of the Contract without further liability to the Customerthose Leased Goods. .

Delivery. The Provider Goods shall deliver be delivered at the Delivery Point on the Delivery Date, along with all documentation necessary for the storage, installation, commissioning, operation, use and maintenance of the Goods and all other documentation required to be provided by Contractor in connection with the supply of the Goods, except to the extent the same has already been provided or as otherwise agreed with Company. If and as required by Company the Goods shall be delivered loaded or unloaded by Contractor at the time(s) and date(s) specified Delivery Point. Except where expressly permitted under this MSA, Contractor shall not make part delivery of the Goods. If Company at any time identifies any error, omission or other deficiency in the Order Formdocumentation referred to in Clause 9.5(a) then Company may give notice thereof to Contractor. Unless otherwise stated Following receipt of such notice Contractor shall forthwith carry out all work necessary at its own cost to rectify the same. If Contractor fails to carry out the required work in accordance with the Order Formforegoing provisions of this Clause, Company shall be entitled to carry out such obligations itself or have the same carried out by others, including Subcontractors or any other member of Company Group, and recover all costs in connection therewith from Contractor. Any Goods ready for delivery before the Delivery Date shall be stored by Contractor at its own risk and cost. Company shall not be required to pay for any deliveries of Goods in excess of the quantity required under this MSA which shall be and remain at Contractor’s risk. Company shall be entitled to recover from Contractor any costs incurred by Company in connection with such excess deliveries. Ownership of the Goods Subject to Clause 9.6(b), title to the Goods shall transfer to Company: (i) upon delivery, whether in whole or in part (provided that part delivery is permitted under this MSA), to Company in accordance with the provisions of this MSA; or (ii) upon payment by Company, whichever is the first to occur, provided that the risk and responsibility for such Goods shall at all times remain with Contractor until delivered to Company in accordance with the provisions of this MSA. For the purpose of Clause 9.6(a)(ii), where Company makes milestone payments, title to the Goods or parts thereof to which the payments apply will proportionally pass to Company. Where any Goods are delivered by to Company on a consignment basis, title to such Goods shall transfer to Company upon release of the Providersame from consignment into the care, custody and control of Company, provided that the point of delivery risk and responsibility for such Goods shall at all times remain with Contractor until such release from consignment. Contractor shall be when the responsible for, indemnify, defend and hold Company Group harmless from and against all Claims in respect of loss of, damage to or recovery of any Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer which Company has the right to reject the Goods title in accordance with the foregoing provisions of this Clause 12.16. Time of delivery shall be 9.6 at any time when the risk and responsibility for the same is with Contractor or as a result of the essence and negligence or breach of duty (statutory or otherwise) of any member of Contractor Group, arising out of or in connection with this MSA. Defective Goods Contractor shall immediately inform Company if the Provider fails to deliver it identifies or is made aware of any failure, defect or other deficiency in the Goods within (or, for the purpose of Clause 9.7(d), any rectified Goods) and shall forthwith provide Company with all Data necessary or as required by Company to assess the extent and impact of such failure, defect or other deficiency on this MSA. If Company at any time specified during the Warranty Period identifies or is made aware of any failure, defect or other deficiency in the Order FormGoods (or, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contractpurpose of Clause 9.7(d), in either case any rectified Goods) Company may, without prejudice to any other rights and or remedies which Company may have, give notice thereof to Contractor. Following receipt of such notice, or at such other time as required by Company to comply with Company’s operational requirements, Contractor shall forthwith carry out all work necessary at its own cost to rectify such failure, defect or other deficiency, which shall include the replacement of the CustomerGoods, where the same is determined by Company, at its sole discretion, to be the appropriate course of action, at the point of use or at such other location as required by Company. The Customer Notwithstanding the provisions of Clause 9.7(b), Contractor shall not be under no obligation liable for the costs of rectifying any failure, defect or other deficiency in the Goods which results from the following: (i) failure by Company to accept or pay observe the relevant instructions for any Goods delivered in excess the operation of the quantity ordered. If the Customer elects not to accept same as set out in any operating manuals for such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred as provided by it Contractor under this MSA, except where such failure is as a result of any defect in such over-delivery operating manuals; (including but ii) the reasonable actions of Contractor in relying on the Technical Information; (iii) actual operating conditions being different from those specified in this MSA; or (iv) defects in Company Provided Items that Contractor is not limited expected to identify in accordance with its obligations under this MSA. Upon compliance by Contractor with its obligations under Clause 9.7(b), a new Warranty Period shall apply from the date of completion of such rectification and the foregoing provisions of this Clause 9.7 shall apply to the costs of moving and storing the Goodsrectified Goods for such new Warranty Period. If Contractor fails to comply with its obligations under Clause 9.7(b), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery Company shall, without prejudice to any other rights or remedies which Company may have, be entitled to either carry out Contractor’s obligations under such Clause itself or have such obligations carried out by others, including Subcontractors or any other member of Company Group, and all costs reasonably incurred by Company as a direct result thereof shall be recoverable by Company from Contractor. Liquidated Damages If Contractor fails to deliver the Goods in accordance with Clause 9.5(a) then Contractor shall pay Company liquidated damages for delay calculated at the rate as set out in the relevant Call-Off Order for each day that shall elapse from the Delivery Date up to and including the date of actual delivery in accordance with the provisions of this MSA. Any liquidated damages payable pursuant to Clause 9.8(a) shall be immediately due and payable provided that Company may deduct the same from any amounts due or which may become due to Contractor under this MSA or recover the same as a debt from Contractor by action at law or otherwise. The payment or deduction of such liquidated damages shall not relieve Contractor from any of its liabilities or obligations under this MSA. Contractor agrees that any such liquidated damages are a genuine pre-estimate of the Customerloss and damage likely to be suffered by Company as a result of delay by Contractor in complying with Clause 9.5(a) and are not a penalty, entitle however if for any reason enforcement of such liquidated damages is prohibited, rendered void, invalid or unenforceable by Legislation or otherwise, then Contractor shall be liable to pay general damages in respect of Contractor’s failure to deliver the Customer Goods in accordance with Clause 9.5(a). The rights of Company under Clauses 9.8(a) and 9.8(b) are without prejudice to terminate any other rights or remedies which Company may have including: (i) any right of Company to claim damages for breach of this MSA other than delay damages resulting from failure of Contractor to deliver the whole Goods in accordance with Clause 9.5(a); and (ii) the rights of any unfulfilled part Company under Clauses 27.1 to 27.6 (inclusive). Contractor’s financial liability under Clause 9.8(a) in respect of the Contract without further liability to relevant Call-Off Order shall not exceed [one hundred and fifty percent (150%)] of the CustomerCall-Off Price.

Delivery. The Provider (a) Upon completion of the construction of the Platform and the tests and trials as provided in the Specifications, Seller shall tender delivery of the Platform to Buyer. Prior to tendering delivery, Seller shall have remedied at Seller's sole cost and expense any defects discovered by Buyer or Seller in Seller's workmanship or materials including installation of Buyer Furnished Equipment or any other nonconformity of the Platform with the requirements of the Specifications and performed any retests necessary to ensure that such items have been fully corrected. Buyer shall accept such tender of delivery, and Buyer shall not have the right to refuse to accept delivery of the Platform provided the same is substantially completed and capable of being utilized by Buyer. Any remaining items shall be completed by Seller following delivery and prior to departure of the Platform from Seller's Yard, or Buyer and Seller may mutually agree on an appropriate reduction of the Contract Price for such remaining items. (b) On the Delivery Date, Buyer shall pay to Seller all amounts payable under this Agreement and Seller and Buyer shall execute and deliver a Protocol of Acceptance and Delivery acknowledging delivery of the Platform. Seller shall further deliver to Buyer a ▇▇▇▇ of Sale confirming the conveyance of title to the Platform to the Buyer, which ▇▇▇▇ of Sale shall (i) generally describe the Platform as a mobile, self-contained and elevating platform, (ii) contain a general warranty of title and freedom from liens (except as to matters arising by, through, or under Buyer) in favor of the Buyer, and (iii) be deemed to contain the additional warranties and covenants set forth in Section 11 hereinbelow without the necessity of making any reference to such warranties in the ▇▇▇▇ of Sale. Seller shall also deliver to Buyer the remaining delivery documents set forth in the Specifications. (c) Seller shall deliver the Goods Platform along side Seller's dock at the time(s) and date(s) specified in the Order FormYard. Unless otherwise stated in the Order FormFollowing delivery, where the Goods are delivered by the Provider, the point of delivery Buyer shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has have the right to reject dock the Goods in accordance with Clause 12.16Platform at Seller's Yard for a period not to exceed fourteen (14) days, after which time the Platform must depart from Seller's Yard. Time of During such post-delivery docking period, Buyer shall pay to Seller its standard charges for shore power, potable water, and security guard service. All such charges must be paid by Buyer to Seller prior to departure of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself Platform from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerSeller's Yard.

Delivery. 9.1 Delivery relies on prompt receipt of all payments, forms and proofs. It is the Buyer’s responsibility to send/return these in good time. 9.2 The Provider shall Seller aims to dispatch an order 20 working days from receipt of the final proof. The Consumer Rights Act states that legally there is a default delivery period of 30 days during which the Seller needs to deliver the Goods at goods to the time(s) and date(s) specified in Buyer unless the Order FormBuyer has been notified of a longer timescale. Unless otherwise stated in the Order Form, where If the Goods are not delivered within this time, a full refund will be given. 9.3 No specific delivery date can be agreed unless in writing from the Seller. 9.4 The Seller shall use its reasonable endeavours to meet any (non default) date agreed for delivery. In any event that delivery shall not be made by the Provideragreed date the Seller shall not be liable for any losses, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected costs, damages or expenses incurred by the Customer, Buyer or any third-party arising directly or indirectly out of any failure to meet said delivery date. 9.5 The Seller is not responsible for delayed delivery due to circumstances beyond our control such as postal strikes or postal errors. If the point Seller is aware of delivery shall a problem the Buyer will be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation contacted immediately. 9.6 Delivery of the Goods shall be made to the Buyer's address specified on the order form and the order confirmation email. The Buyer shall make all the arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. Once the first delivery attempt has been made, redelivery of the Goods is the responsibility of the Buyer. The seller is not liable for any costs incurred if the Buyer is not able to take delivery at the time any delivery attempts are made. 9.7 The Consumer Rights Act means the Seller is responsible for the condition of the goods until the goods are received by the Staff Buyer, or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured someone else you have nominated to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity orderedreceive them on their behalf. If the Customer elects not Goods arrived damaged, the Buyer is entitled to accept such over-delivered Goods it shall give notice in writing replacements only. These goods must be returned to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the Seller, postage costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted will be covered by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerSeller.

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. 6.1 Time of delivery shall be of the essence in respect of each delivery of Goods and if the Provider fails provision of Services. 6.2 Failure by Supplier to deliver or supply the Goods within G&S to Buyer on the time specified in the Order Formdate shall entitle Buyer to reject all and any G&S subsequently delivered or supplied, the Customer may release itself from any obligation to accept and refuse to pay for said G&S and to cancel all or any part of the Goods and/or terminate the Contract, in either case order without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept all or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of Buyer. 6.3 Supplier shall deliver and supply all G&S as specified in the CustomerPurchase Order or as the Parties may otherwise agree in writing. 6.4 Buyer may nominate a person to whom the Supplier should make delivery or supply of the G&S in which case such nominee shall for the purposes of this clause 6 have all the rights and claims of Buyer, entitle and the Customer Supplier shall fulfil all its obligations under this clause 6 as if such nominee were Buyer and the effect of this clause 6 shall be without prejudice to terminate all or any other rights or remedies of Buyer under this contract, law or equity. 6.5 Without prejudice to Buyer’s statutory duties, any access to Buyer’s premises or plant and any equipment or labour as Buyer may provide in connection with the whole delivery or installation of the goods shall be provided without acceptance by Buyer of any unfulfilled liability whatsoever and Supplier undertakes to comply with all written instructions provided by Buyer to Supplier in respect thereof. Supplier further undertakes to indemnify Buyer in full and on demand against all costs, expenses, charges, demands, actions claims and losses, including reasonable legal fees, which Buyer may incur or suffer as a result of any damage or injury whether fatal or not arising during the course of the provision of any access, equipment or labour pursuant to this Clause 6.5 in so far as such damage or injury results directly or indirectly from any act or omission of Supplier. 6.6 Buyer at its discretion may at or after delivery measure, weigh or otherwise quantify the Goods and Buyer’s decision in respect thereof shall be final and conclusive, although Supplier shall be given all reasonable opportunity verify the accuracy of the equipment used. 6.7 Subject to any alternative written agreement between the parties in respect of Goods dispatched from outside the UK, Supplier shall free of charge and at Buyer’s option, as soon as reasonably practicable, repair or replace all or any part of the Contract without further liability to the Customerany Goods damaged or lost in transit.

Delivery. The Provider shall 9.1 Any Delivery Times quoted by OA for the Delivery of Goods are estimates only. OA will use reasonable endeavours to deliver the Goods to the Delivery Address on or before the Delivery Time specified in the Order. OA shall not be liable for any Claim or Loss by the Customer or any third party for a delay, inability or failure to effect a Delivery by the Delivery Time or at all. Any delay, inability or a failure by OA to effect a Delivery shall not entitle the Customer to treat this Agreement as repudiated by OA. 9.2 OA may notify the Customer of a new Delivery Time in the circumstances. 9.3 OA reserves the right to cancel an Order Confirmation at any time before or following the Delivery Time. OA shall not be liable for any Claim or Loss whatsoever arising from such cancellation. Provided the Customer is not at fault for the cancellation, OA will refund any deposit or monies paid by the Customer in relation to any invoice/s issued by OA in respect of the Order. 9.4 Any term relating to the quantity of Goods is not a fundamental term (or the essence) of this Agreement. OA reserves the right to make partial deliveries against an Order and to invoice each partial Delivery separately and the Customer cannot reject Goods on the basis of a partial Delivery. 9.5 Where Goods remain in the possession of OA after the Delivery Time (including where the Customer fails for whatever reason to take Delivery of the Goods), OA is entitled to charge the Customer for all Claims or Losses occasioned by the Customer in not accepting Delivery, together with any Claims or Losses in respect of the carriage, care and custody of the Goods. 9.6 Unless otherwise agreed in writing by OA, all Goods will be delivered to the Delivery Address. The Customer must ensure that it or its employees or agents are in attendance at the time(s) Delivery Address at the agreed time or agreed period to accept Delivery of the Goods and date(s) to acknowledge receipt upon the consignment note or invoice accompanying the Goods. The Customer warrants that the person who signs the delivery notice is authorised to receive the Goods on their behalf. 9.7 A quantity, description, date and place of Delivery, as indicated on OAs invoice or dispatch note, shall be referenced as evidence of quantity, description, date and place of Delivery of the Goods. 9.8 If the Customer fails to take Delivery of the Goods on the specified date, and the Order is returned to OA, a second delivery charge may be imposed. 9.9 OA may arrange for the storage and carriage of Goods by couriers, contractors or sub-contractors. Notwithstanding any specific instructions given by the Customer as to the mode of carriage of Goods, and in the exercise of its absolute discretion, OA may have Goods carried or forwarded by any method which it deems fit. 9.10 Unless otherwise agreed in writing by OA, the cost of freight of Goods from the OA warehouse shall be paid for by the Customer. 9.11 Unless otherwise specified in a Quote, Goods shall be packed in OA standard packing. The cost of any special packing and packing materials required by the Customer shall be at the Customer’s expense. 9.12 A fixed $21.50 surcharge will be payable on the shipment of any dangerous Goods within an Order or such other surcharge amount as OA may in it's absolute discretion determine is applicable to the Order as specified in the Order Form. Unless otherwise stated in Confirmation. 9.13 A fixed surcharge will be payable for any special and/or custom Orders which alters the Order Formoriginal products by slitting, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking cutting or installation any other alteration of the Goods by the Staff or the Provider's suppliers or carriers at such place product as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for Confirmation. 9.14 Once the Goods and/or terminate are altered, no returns or cancellations will be accepted unless the ContractGoods are deemed to be defective. 9.15 Where Orders are freighted on a pallet provided by OA, in either case without prejudice OA may apply a fixed pallet charge to any other rights and remedies this order based on the size of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it pallet required as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated specified in the Order FormConfirmation. Unless expressly agreed Due to the contrarydimensions and weight of pallet orders, the Customer shall not OA may be obliged required to accept delivery have Goods carried by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customermethod which it deems fit.

Delivery. 8.1 Delivery of the Goods shall take place at the time of dispatch or collection from the Vendor’s Premises unless the Vendor agrees in writing to deliver the Goods to the Customer’s Premises in which case Delivery shall take place at the time of delivery to the Customer’s Premises. 8.2 If the Vendor agrees to deliver the Goods to the Customer’s Premises then the costs of delivery shall be in addition to the Price unless delivery is specified to be included in the Price. The Provider Customer shall deliver make all arrangements necessary to take possession of the Goods at the time(s) Customer’s Premises and date(s) specified in if the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of Customer is unable to take delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods the Vendor shall be entitled to charge a reasonable fee for re-delivery. 8.3 Delivery of the Goods to the Customer’s Premises is deemed to be delivery to the Customer. 8.4 If the Vendor delivers Goods to the Customer then unless delivery is included in the Price of the Goods the delivery fee shall be invoiced by the Staff or the Provider's suppliers or carriers at such place as Vendor and paid for by the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16the provisions in these Terms and Conditions of Trade. 8.5 The Vendor may at its discretion charge the Customer for delivery costs incurred by the Carrier and these charges may be subject to change. 8.6 The Vendor shall not be liable for any loss or damage caused by failure to deliver the Goods, whether on time or at all. The Carrier is responsible for any loss, damage or failure to deliver the Goods, however the Vendor will at its discretion agree to replace lost or damaged goods, with the same or similar goods, regardless of the time taken to recover costs from the Carrier. 8.7 Time of delivery shall in no case be of the essence and if in respect of the Provider fails to deliver delivery of Goods or the Goods within the time specified provision of Services. The Vendor shall not be responsible for any delay in the Order Form, delivery of Goods or the Customer may release itself from any obligation to accept provision of Services and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged entitled to accept delivery by instalmentscancel orders because of any such delay. If, however, the Customer does specify or agree to delivery by instalments, Dates for delivery of any instalment later than Goods and provision of Services are given in good faith and are not to be treated as a condition of sale or purchase. Delivery of Goods by the date specified or agreed for its Vendor to a Carrier is deemed to be delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. The Provider 7.1 Delivery of the Goods shall deliver be made by the Seller delivering the Goods to the place in the United Kingdom specified in the Buyer's order and/or the Seller's acceptance as the location to which the Goods are to be delivered by the Seller or, if no place of delivery is so specified, by the Buyer collecting the Goods at the time(s) and date(s) specified in Seller's premises at any time after the Order Form. Unless otherwise stated in Seller has notified the Order Form, where Buyer that the Goods are ready for collection. 7.2 The Delivery Date is approximate only and time for delivery shall not be of the essence unless previously agreed by the Seller in writing. The Goods may be delivered by the Provider, Seller in advance of the point of delivery shall be when Delivery Date upon giving reasonable notice to the Goods are removed from the transporting vehicle at the Premises. Buyer. 7.3 Where the Goods are collected to be delivered in instalments, each delivery shall constitute a separate contract and failure by the CustomerSeller to deliver any one or more of the instalments in accordance with these Conditions or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as a whole as repudiated. 7.4 If the Buyer fails to take delivery of the Goods or any part of them on the Delivery Date and/or fails to provide any instructions, documents, licences, consents or authorisations required to enable the Goods to be delivered on that date, the point Seller shall be entitled upon given written notice to the Buyer to store or arrange for the storage of the Goods and then notwithstanding the provision of Condition 10.1 of these Conditions risk in the Goods shall pass to the Buyer, delivery shall be when deemed to have taken place and the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery Buyer shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days Seller all costs and to refund to the Customer any expenses incurred by it as a result of including storage and insurance charges arising from such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerfailure.

Delivery. The Provider shall deliver 6.1 From the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Providermoment delivery is made, the point of delivery shall be when the Goods goods purchased are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies considered property of the Customer. The Unless otherwise agreed, shipment will occur “postage paid”. Delivery “ex factory” will only occur if and insofar as this has been agreed upon between the Contractor and Customer prior to shipment. 6.2 If transport of goods should be rendered impossible for reasons independent of the Contractor’s intention, then the Contractor is entitled – in consultation with the Customer – to store the goods and charge the Customer for all fees thus incurred, without diminishing the Contractor’s right to payment of the original sales price. 6.3 Customer is obliged to inspect the delivered goods or, where appropriate, the packing immediately after delivery, but in any case within 3 working days after delivery, for any possible imperfections and/or damage, or to carry out this inspection after we have been informed that the goods have been received by the opposing party. 6.4 On the packing slip, the invoice and/or transport documents, Customer shall state or have stated any possible imperfections and/or damages noted for the delivered goods and/or packing present at the time of delivery. Should he fail to do so, Customer shall be under no obligation considered to accept or pay for any Goods delivered in excess have approved of the quantity ordereddelivered goods. If In that case no complaints will be honoured. 6.5 Contractor is entitled – in consultation with the Customer elects not – to accept such over-delivered Goods it deliver in partial shipments, which the Contractor may bill separately. 6.6 Any delivery period quoted in offers, confirmations and/or contracts shall give notice in writing be calculated to the Provider to remove them within five (5) Working Days best of the Contractor’s knowledge and to refund to the Customer any expenses incurred by it will be observed as a result of such over-delivery (including much as possible, but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than non-binding. In the date for event of late delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer consequently shall not be obliged entitled to accept claim cancellation of the contract and/or damages, not even after Customer has been given notice of default, nor to consider any obligations of Customer under the contract suspended or extinguished. In case of an exceptional delay (of more than six weeks) from the original delivery period, Customer has a right to annul the agreement, unless this delay is caused by instalments. Ifforce majeure on the side of Contractor. 6.7 Where payment by instalments has been agreed, howeverwith the first instalment due upon placement of the order, no actual delivery shall be required prior to receipt of the first instalment. 6.8 When, after this delivery period has elapsed and Customer has not collected the goods, the Customer does specify or agree goods will be placed in storage and charged to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, his account without prejudice to any other rights or remedies the right of Contractor to demand payment of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerpurchase price.

Delivery. (a) All Supply Products shipped under this Supply Agreement will be shipped [****] the relevant Manufacturer’s facility or, if applicable, the designated facility of its contract manufacturer to such location designated by the Buyer in the applicable Firm Order. The Provider [****] will pay all freight, insurance charges, taxes, import and export duties, inspection fees and other [****] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Confidential treatment has been requested with respect to the omitted portions. charges applicable to the sale and transport of Supply Products purchased by the Buyer. Title and risk of loss and damages to Supply Products purchased by the Buyer will pass to the Buyer [****]. In the event of damage or loss to the Supply Products [****] will be responsible to file claims with the carrier. Each Manufacturer shall deliver notify Buyer of the Goods at following information concurrently with each shipment of Supply Product by such Manufacturer: (i) date of shipment, (ii) quantity and type of Supply Product shipped, and (iii) order number or other identifying information. (b) Each Manufacturer shall perform quality assurance testing with respect to the time(sSupply Products sold by it hereunder, including stability testing, so that the Supply Products conform with the Specifications. With each shipment of Supply Products to Buyer, the Manufacturers shall provide Buyer with a Certificate of Analysis (“COA”) and date(sa Certificate of Compliance (“COC”) specified confirming that the Supply Products in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods shipment have been tested in accordance with Clause 12.16the ANDAs and meet the Supply Products Specifications. Time The results of delivery such testing shall accompany each COA. In addition, with each shipment of Supply Products to Buyer, the Manufacturers shall provide to Buyer a COC confirming that the Supply Products in such shipment have been manufactured in accordance with all of the requirements of the Agreement and the applicable ANDA, in all material respects (without giving effect to any materiality qualifications set forth in any provision of this Supply Agreement). Any deviations and investigations related to such Supply Products shall be of completed in compliance with applicable ANDA, cGMP Requirements and the essence Quality Agreement (as defined in Section 5.6 hereof). (c) The Buyer represents and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects warrants that it will not to accept such over-delivered Goods it shall give notice in writing ship Supply Product prior to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerClosing Date.

Delivery. 4.1. Arkay shall ensure that: - (a) each delivery of the Goods is accompanied by a delivery note which shows the date of the Order Confirmation, all relevant Customer and Arkay reference numbers, the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Goods are being delivered by instalments, the outstanding balance of Goods remaining to be delivered; and (b) if Arkay requires the Customer to return any packaging materials to Arkay, that fact is clearly stated on the delivery note. The Provider Customer shall make any such packaging materials available for collection at such times as Arkay shall reasonably request. Returns of packaging materials shall be at the Customer’s expense. 4.2. ▇▇▇▇▇ shall deliver the Goods to the Delivery Location at any time after Arkay notifies the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where Customer that the Goods are delivered by ready. Arkay shall give the Provider, the point of delivery shall be when Customer not less than 2 days’ notice that the Goods are removed from ready and the transporting vehicle at proposed date of the Premisesdelivery of the Goods. 4.3. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation Delivery of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by completed on the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork Goods' arrival at the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the CustomerDelivery Location (Delivery Completion). The Customer shall be under no obligation grant Arkay access to accept or pay for any Goods delivered the Delivery Location in excess order to effect delivery of the quantity orderedGoods and the Customer shall be responsible for off-loading the Goods. Any dates quoted for delivery or in the Order Confirmation are approximate only, and the time of delivery is not of the essence. 4.4. If the Customer elects fails to take actual delivery of the Goods within 2 Business Days of Arkay notifying the Customer under Clause 4.2 that the Goods are ready, then, except where such failure or delay is caused by a Force Majeure Event or Arkay's failure to comply with its obligations under the Order then: - (a) delivery of the Goods shall be deemed to have been completed at 9.00 am on the third Business Day after the day on which Arkay notified the Customer that the Goods were ready; and (b) Arkay shall store the Goods until delivery actually takes place and the Customer shall pay for all related costs and expenses incurred by Arkay (including without limitation storage, delivery and transportation costs and insurance). 4.5. If within 10 Business Days after the day on which ▇▇▇▇▇ notified the Customer that the Goods were ready for delivery the Customer has not to accept such over-delivered taken delivery of them, Arkay may resell or otherwise dispose of part or all of the Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and, after deducting reasonable storage, handling and to refund selling costs, account to the Customer for any expenses incurred by it as a result excess over the price of such over-delivery (including but not limited to the costs Goods or charge the Customer for any shortfall below the price of moving and storing the Goods), failing which . 4.6. Arkay may deliver the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, which shall be invoiced and paid for separately. Any delay in delivery of any or defect in an instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, shall not entitle the Customer to terminate the whole of cancel any unfulfilled part of the Contract without further liability to the Customerother instalment.

Delivery. The Provider shall deliver the Goods at the time(s(i) and date(s) specified Time for delivery of goods is given as accurately as possible but is not guaranteed unless agreed in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16writing. Time of delivery shall not in any circumstances be of the essence of the Agreement. The Seller shall not be liable for any delay in delivery of goods that is caused by a force majeure event or the Buyer’s failure to provide the Seller with adequate delivery instructions or any other instructions that are relevant to the supply of the goods. (ii) Delivery of the goods shall be at the place of delivery set out in the order or such location as the parties may agree, and if shall be completed on the Provider arrival of goods at the delivery location. Signature of a delivery note by an agent, employee or representative of the Buyer, or by an independent carrier, shall be conclusive proof of delivery. (iii) During unloading at the Buyers premises or other delivery location, the Seller shall be deemed to act as agent of the Buyer under the Buyer’s supervision. (iv) The Buyer shall make all necessary arrangements to take possession of the goods on the delivery date at the place of delivery. If the Buyer fails to make such arrangements, the Seller shall either leave the goods at the place of delivery during the hours of 7.30 and 5 pm, or at its absolute discretion: a) make additional charges for failed delivery, b) allocate new delivery dates, c) store the goods at the Buyer’s risk and cost (including insurance), d) invoice the Buyer for the goods, e) terminate the Agreement without liability to the Seller, and f) recover from the Buyer all costs and losses incurred by the Seller. (v) If the Seller fails to deliver the Goods within the time specified in the Order Formgoods, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer its entire liability shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs excess (if any) over the price of moving and storing the Goods)goods, failing which of the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed cost to the contrary, Buyer of purchasing similar goods to replace those not delivered. (vi) In the Customer shall not case of goods to be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery supplied by instalments, each delivery of shall constitute a separate contract and failure by the Seller for any reason to deliver any instalment later than shall not entitle the date specified Buyer to treat the Agreement as repudiated or agreed for its delivery shall, without prejudice to cancel any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerinstalment.

Delivery. The Provider 8.1 If Goods are to be delivered by Resolution IT to the Customer, such Goods shall deliver be delivered to the location set out in the Order. Unless it is otherwise agreed in writing, such Goods shall be delivered by any means chosen by Resolution IT and Resolution IT shall not be under any obligation to provide personnel, plant or power to assist the unloading of the Goods. 8.2 If the Customer is unable to take delivery of the Goods, Resolution IT may at its sole discretion store the Goods at its risk, but may be entitled to charge the time(s) Customer its reasonable costs for doing so. 8.3 Resolution IT shall make reasonable endeavours to avoid delay but no responsibility is undertaken for meeting any specific delivery dates. Accordingly, no liability will be accepted for any direct or indirect loss which may be caused by delayed delivery whether brought about by a cause beyond the control of Resolution IT or not. 8.4 Resolution IT shall be entitled to deliver the Goods, Rented Equipment or Loaned Equipment in one or more consignments unless otherwise agreed. 8.5 The Customer shall inspect the Goods immediately on delivery thereof and date(s) specified in shall within two Working Days from such delivery give Resolution IT notice of any matter or thing by reason whereof the Order Form. Unless otherwise stated in the Order Form, where Customer may allege that the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods not in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified Contract or are defective in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept material or pay for any Goods delivered in excess of the quantity orderedworkmanship. If the Customer elects not fails to accept give such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain be conclusively presumed to be in all respects in accordance with the Provider unless they are accepted by Contract and free from any defect which would be apparent on any reasonable examination and the Customer. The Customer shall be under no obligation deemed to accept have accepted the Goods accordingly. If the Customer establishes to Resolution IT's reasonable satisfaction that the Goods are not in accordance with the Contract or pay for any are so defective, Resolution IT may elect to repair the Goods supplied earlier than or to replace the date for delivery stated Goods or to refund the purchase price against the return of the Goods. 8.6 If the Goods are lost or damaged in the Order Form. Unless expressly agreed to the contrary, transit the Customer shall notify both Resolution IT and the carrier of the loss or damage within two Working Days of the delivery. 8.7 Resolution IT shall not be obliged to accept delivery by instalments. Ifresponsible for the installation of Goods, however, the Customer does specify Rented Equipment or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of Loaned Equipment at the Customer, entitle ’s site under the Customer to terminate the whole terms of any unfulfilled part of the Contract without further liability to the Customerthis Supplement.

Delivery. The Provider shall deliver the Goods at the time(sa) and date(s) specified in the Order Form. Unless otherwise stated in the Order Formagreed, where the Goods PURCHASER has nominated an address for delivery, the SUPPLIER must deliver the goods to that nominated address. b) The SUPPLIER bears responsibility for unloading goods at the point for delivery nominated by the PURCHASER. c) The PURCHASER will provide adequate and proper facilities for the reception and storage of goods and warrants that those facilities comply with all relevant statutes or regulations, including health and safety regulations, and that all necessary permits and licenses have been obtained for the storage of the goods. d) Where goods are delivered by to the Providernominated, the point of delivery SUPPLIER shall be when deemed to have delivered the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods goods in accordance with Clause 12.16. Time of the Agreement if it obtains a receipt or signed delivery shall be docket for the goods from a person authorised to accept the goods on behalf of the essence PURCHASER. e) If the nominated address is unattended or if delivery cannot otherwise be affected or the goods cannot be dispatched due to any act, matter or thing beyond the control of the SUPPLIER, the SUPPLIER must promptly advise the PURCHASER and if the Provider fails to deliver the Goods within goods in accordance with the time specified directions of the PURCHASER. f) If the parties agree in the Order Formwriting, the Customer SUPPLIER may release itself from any obligation supply goods and/or services in instalments and these Terms & Conditions of Sale shall apply to accept each and pay every supply of goods and/or services. g) The SUPPLIER must deliver the goods by the date for supply of goods and/or services agreed between SUPPLIER and the Goods PURCHASER. h) The SUPPLIER must immediately give written notice to the PURCHASER upon becoming aware that an event may cause a delay to the delivery of goods by the date of supply of goods and/or terminate services. i) Subject to clause 10, the Contract, in either case without prejudice to any other rights and remedies of SUPPLIER must compensate the Customer. The Customer shall be under no obligation to accept or pay PURCHASER for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any reasonable costs or expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated a delay in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice goods and/or services. For the avoidance of doubt delay shall include failure to any other rights or remedies of meet identified Milestones as detailed in the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerpurchase order.

Delivery. The Provider ▇▇▇▇▇▇ shall deliver not be liable for any damage as a result of any non-delivery or delay due to any cause beyond ▇▇▇▇▇▇’▇ reasonable control, including, without limitation, an act of God; act of Purchaser; embargo; other government act, regulation or request; fire; accident; strike; war; boycott; pandemic; slowdown; riot; or delay in transportation or inability to obtain necessary labor, materials, or manufacturing facilities. Under no circumstances will ▇▇▇▇▇▇ be liable to Purchaser or any third party for claims related to the Goods at late delivery of goods. ▇▇▇▇▇▇ reserves the time(s) right to substitute suitable alternative materials and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, components where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premisesnecessary. Where the Goods services are collected by the Customerto be performed on Purchaser’s premises, the point of delivery shall be when the Goods are loaded Purchaser agrees to provide ▇▇▇▇▇▇ on the Customer's vehicle. Except where otherwise provided in the Contracta timely basis with such access, delivery shall include the unloadingmachine downtime, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place utilities and equipment as the Customer or duly authorised person ▇▇▇▇▇▇ shall reasonably direct. All deliveries shall be accompanied wherever possible by require in order to perform the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods services in accordance with Clause 12.16the Agreement. Time of delivery If Purchaser fails to perform its obligations or shall fail to perform them in a timely manner, Purchaser acknowledges and agrees that ▇▇▇▇▇▇ shall be entitled to delay performance of the essence services, without penalty or liability of any kind, until such time as Purchaser has complied in all respects with its obligations and if to increase the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay price for the Goods and/or terminate services to reflect any increased cost to ▇▇▇▇▇▇ caused by Purchaser’s failure to perform or late performance. If delivery is delayed or deferred by Purchaser beyond the Contractscheduled date, payment shall be due in either case without prejudice full when ▇▇▇▇▇▇ is prepared to any other rights and remedies of ship the Customergoods or perform the services. The Customer shall goods may thereafter, at ▇▇▇▇▇▇’▇ option, be under no obligation to accept or pay for any Goods delivered in excess stored at the risk and expense of the quantity orderedPurchaser. If the applicable purchase order bears the notation “Customer elects not Pick-Up” or if Purchaser is otherwise required under the terms of the applicable purchase order to accept take delivery of any goods from any ▇▇▇▇▇▇ facility, ▇▇▇▇▇▇ will notify Purchaser when such over-delivered Goods it goods or any portion of such goods are available for receipt by Purchaser or its freight carrier and Purchaser or its designated freight carrier shall give notice in writing to the Provider to remove them take delivery of such goods or any portion of such goods within five (5) Working Days calendar days of receipt of such notice. If Purchaser does not take delivery of such goods or any portion of such goods within five (5) calendar days of receipt of such notice, then ▇▇▇▇▇▇ shall have the right, at its election, to ship the goods or any portion of such goods directly to Purchaser at Purchaser’s sole expense or, alternatively, to store such goods or any portion of such goods at any ▇▇▇▇▇▇ facility subject to handling and storage fees reasonably determined by ▇▇▇▇▇▇. ▇▇▇▇▇▇ may at certain times provide goods or services to refund Purchaser prior to the Customer any expenses incurred by it as issuance, delivery and acceptance of a result of corresponding purchase order. In such over-delivery (including but not limited cases, ▇▇▇▇▇▇ will notify Purchaser that these Terms and Conditions shall apply to the costs of moving such transactions and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer Purchaser shall be under no obligation deemed to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, have accepted such Terms and Conditions upon ▇▇▇▇▇▇’▇ delivery of any instalment later than the date specified goods or agreed for its delivery shall, without prejudice to any other rights or remedies performance of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerservices.

Delivery. The Provider ‌ 9.1 Subject to receipt of all amounts payable by the Buyer (whether under the Agreement or otherwise) due before delivery, the Seller shall deliver the Goods at Product, and the time(s) and date(s) specified Buyer shall take delivery of the Product, in accordance with the Order Form. Unless and otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point accordance with this clause 9. 9.2 The method of delivery shall be when as specified in the Goods are removed from the transporting vehicle at the PremisesOrder. Where the Goods are collected by the CustomerOrder does not stipulate a delivery term, the point of delivery shall be when the Goods are loaded FCA Seller’s premises, Wilton International (Incoterms 2010). 9.3 Delivery shall take place on the Customer's vehicle. Except where otherwise provided earliest to occur of any of the following, as appropriate to the provisions of the Order: 9.3.1 the Seller giving to the Buyer, or any other person having apparent authority to receive the Product on behalf of the Buyer, custody of the Product, and in default of any such person being present at the relevant time, the Seller may effect delivery by leaving the Product at the delivery address identified in the Contract, delivery shall include Order; 9.3.2 the unloading, stacking or installation Seller agreeing in writing to hold the Product on behalf of the Goods Buyer or its nominee; or 9.3.3 the Seller giving any carrier engaged by the Staff Seller custody of the Product for the purposes of carriage to the Buyer. 9.4 It is a condition of the Agreement that the Buyer receives or arranges for the receipt of the Product when delivery is effected by the Seller and shall provide all necessary labour, materials and plant, prepare the site and procure all licences and other authorisations required for the Seller or the Provider's suppliers or carriers at such place carrier (as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured appropriate) to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods effect delivery in accordance with Clause 12.16. Time this clause 9.‌ 9.5 If the Buyer fails to take delivery of delivery the Product, the Seller may store the Product at the risk and cost of the Buyer. 9.6 Where the Product is delivered in bags rather than in bulk, the Buyer shall unload the Product and shall provide all necessary equipment and labour to do so. 9.7 The Seller may discontinue deliveries on any Product, the manufacture, sale or use of which in its opinion would involve patent infringement. 9.8 The Buyer shall promptly unload, release and return to the Seller all returnable materials and transportation equipment so that no related expense or loss shall be of incurred by the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the CustomerSeller. The Customer Buyer shall be under no obligation assume all liability including demurrage with respect to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days returnable materials and to refund to the Customer any expenses incurred by it as a result of such over-delivery (equipment, including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerpackaging.

Delivery. The Provider shall deliver the Goods at the time(sa) and date(s) specified in the Order Form. Unless otherwise stated in the Order Formagreed, where the Goods PURCHASER has nominated an address for delivery, the SUPPLIER must deliver the goods to that nominated address. b) The SUPPLIER bears responsibility for unloading goods at the point for delivery nominated by the PURCHASER. c) The PURCHASER will provide adequate and proper facilities for the reception and storage of goods and warrants that those facilities comply with all relevant statutes or regulations, including health and safety regulations, and that all necessary permits and licenses have been obtained for the storage of the goods. d) Where goods are delivered by to the Providernominated, the point of delivery SUPPLIER shall be when deemed to have delivered the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods goods in accordance with Clause 12.16. Time of the Agreement if it obtains a receipt or signed delivery shall be docket for the goods from a person authorised to accept the goods on behalf of the essence PURCHASER. e) If the nominated address is unattended or if delivery cannot otherwise be effected or the goods cannot be dispatched due to any act, matter or thing beyond the control of the SUPPLIER, the SUPPLIER must promptly advise the PURCHASER and if the Provider fails to deliver the Goods within goods in accordance with the time specified directions of the PURCHASER. f) If the parties agree in the Order Formwriting, the Customer SUPPLIER may release itself from any obligation supply goods and/or services in instalments and these Terms & Conditions of Sale shall apply to accept each and pay every supply of goods and/or services. g) The SUPPLIER must deliver the goods by the date for supply of goods and/or services agreed between SUPPLIER and the Goods PURCHASER. h) The SUPPLIER must immediately give written notice to the PURCHASER upon becoming aware that an event may cause a delay to the delivery of goods by the date of supply of goods and/or terminate services. i) Subject to clause 10, the Contract, in either case without prejudice to any other rights and remedies of SUPPLIER must compensate the Customer. The Customer shall be under no obligation to accept or pay PURCHASER for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any reasonable costs or expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated a delay in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customergoods and/or services.

Delivery. The Provider shall deliver 10.1 Subject to the Goods at provisions of the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order FormCPA (if applicable), where the Goods are delivered any delivery date indicated by the ProviderSupplier shall merely be regarded as the estimated date of delivery and shall not bind the Supplier to effect delivery on or near such date. 10.2 Subject to the provisions of the CPA (if applicable), the point Customer shall accept delivery whenever it is tendered and shall not be entitled to resile from this Agreement nor to withhold or defer any payment nor to a reduction in price nor to any other right or remedy against the Supplier, its servants, agents or any other persons for whom it is liable in law (in whose favour this constitutes a stipulation ▇▇▇▇▇▇) whether for losses, costs, damages, expenses, interest or otherwise (not limited ejusdem generis) on account of delays in effecting delivery, partial delivery or non- delivery, whether occasioned by any negligent (including grossly negligent) act or omission on the part of the Supplier, its servants, agents or any other persons for whom it is liable in law, or not. 10.3 If delivery of any particular order is to be effected in packs, the Supplier shall not be obliged to deliver any parts of the order unless any part of the order which has already been delivered has been paid. The Supplier is not obliged to accept the return of any Goods and this clause shall not be used to imply that the Supplier shall be when obliged to accept the Goods are removed from return of any Goods. 10.4 Subject to the transporting vehicle at provisions of the Premises. Where the Goods are collected by the CustomerCPA (if applicable), the point of delivery Supplier shall be when have the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation right to deliver any portion of the Goods by sold, or making provision for delivery of all the Staff or the Provider's suppliers or carriers at such place as Goods sold and to invoice the Customer or duly authorised person therefore and the Customer shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all accept such Goods when tendered. 10.5 If Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Formdelivered by road, the Customer may release itself from any obligation shall be obliged to accept and pay for ensure that the Goods and/or terminate the Contract, in either case without prejudice delivery destination shall be easily accessible to any other rights and remedies of the Customerroad transport vehicles. The Customer shall be under no obligation responsible for off-loading the Goods at the delivery destination. If Goods are to accept be delivered by rail, the Customer shall be responsible for collection of Goods at the railhead. 10.6 Subject to the provisions of the CPA (if applicable), the Customer shall be obliged to inspect all Goods upon delivery and shall endorse the delivery note/waybill/job card as to any missing or pay damaged Goods. No claims for missing or damaged Goods shall be valid unless the delivery note/waybill/job card has been endorsed as aforesaid and unless, in addition the Customer notifies the Supplier in writing within 3 business days of the delivery of the Goods of the claim in question and the Goods relating to such claim furnishing full details in regard thereto. The Customer shall bear the onus of proving that upon delivery, any Goods delivered are missing or damaged or that the Customer’s order was in excess any way not complied with. 10.7 If the Supplier is unable to deliver the Goods to the Customer due to any act or omission on the part of the quantity orderedCustomer, the Supplier shall be entitled to charge the Customer for the storage of the Goods. If the Customer elects elected to collect the Goods, the Customer accepts that if the Goods are not collected on the agreed delivery date, the Supplier shall be entitled to accept such over-delivered Goods it shall give notice in writing charge the Customer for the storage of the Goods. 10.8 Subject to the Provider provisions of the CPA (if applicable), the Customer shall be obliged to remove them within five (5) Working Days furnish information necessary to enable delivery of the relevant Goods to be effected and if the Customer fails or refuses to refund do so, or if it fails or refuses to take delivery, the Goods shall without prejudice to the provisions of clause 10.7, be deemed to have been delivered to the Customer any expenses incurred upon notification by it as a result of such over-delivery (including but not limited the Supplier to the costs of moving and storing Customer to that effect. 10.9 If the Supplier agrees to engage a third party to transport the Goods, the Supplier is hereby authorised to engage a third party on the Customer’s behalf and on the terms deemed fit by the Supplier. Subject to the provisions of the CPA (if applicable), failing which the Customer hereby indemnifies the Supplier against any claims that may dispose of arise from such Goods and charge Agreement against the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the CustomerSupplier. The Customer shall be under no obligation to accept or pay reimburse the Supplier for any Goods supplied earlier than the date for delivery stated costs incurred in the Order Form. Unless expressly agreed to the contraryarranging delivery, including but not restricted to, the costs of necessary disbursements and insurance. Any documentation purporting to evidence the said extra costs will be deemed to be prima facie proof thereof. 10.10 The Customer shall not be obliged to accept delivery by instalments. If, however, the accepts that if it receives branded Goods of another Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the CustomerSupplier, entitle it will reject these Goods and notify the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerSupplier immediately upon receipt.

Delivery. (a) The Provider shall deliver the Goods Company will try to make delivery at the time(s) time or date for delivery specified by the Company however it will not be liable for the consequences of any delay however arising and date(s) specified in the Order FormCustomer acknowledges that the Company will not accept any liability for any claims or losses arising from its failure to meet the delivery date. Delayed delivery shall not invalidate the contract or subject the Company to any penalty and the Customer will accept the goods when delivered and pay the price prevailing at the date of delivery notwithstanding any such delay. Unless otherwise stated in agreed the Order Form, where Customer shall take delivery of the Goods are delivered goods at the Company’s Premises. If the Company arranges for the delivery of the goods to the location specified by the Provider, Customer the point cost of such delivery shall be when borne by the Goods are removed from Customer and unless the transporting vehicle Contract Price specifically includes delivery and costs, that cost shall be in addition to the Contract Price. (b) The Customer or their authorized representative will be present at the Premisestime and place of the delivery, will fully inspect the goods and verify their general condition and repair, and by placing their signature on an Acrow-approved document will confirm the above, and confirm that the delivery of the required goods has been effected to their satisfaction. Where Failure to inspect and confirm, in no way limits the Goods are collected Customer’s liabilities in respect of the contract and/or these General Conditions of Trading. (c) Delivery will be deemed to have been effected: (i) where the Company arranges delivery, upon the goods arriving at the location specified by the Customer; (ii) where the Company does not arrange delivery, upon the goods leaving the Company’s premises; (iii) upon the date the goods are due and available for delivery and the Company is willing and able to effect delivery regardless of whether the Customer takes or accepts the same; (d) Where the goods are available and due for delivery and the Customer fails to take or accept the goods the Company may charge the Customer hireage from such date, the point cost of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods storage and transportation together with all other costs incurred by the Staff or Company in respect of storing and maintaining the Provider's suppliers or carriers goods at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerCompany’s Premises.

Delivery. 5.1 The Provider supplier shall ensure that: a. the Goods are properly packed, secured and dispatched at their expense to arrive in good condition at the time or times and the place or places specified in the Contract. b. each delivery of Goods is accompanied by a delivery note which shows the date of the Purchase Order, the order number (if any), the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and if the Goods are being delivered by instalments, the outstanding balance of Goods remaining to be delivered. c. if the supplier or their carrier deliver any Goods at the wrong time or to the wrong place then we may deduct from the price any resulting costs of storage or transport. 5.2 The Supplier shall deliver the Goods at Goods: a. on the time(s) and date(s) date specified in the Order Form. Unless otherwise stated Contract or if no such date within 28 days of the Purchase Order. b. to the purchaser’s premises as or such other location as is specified in the Order FormPurchase Order, or as instructed by the purchaser prior to delivery. c. between the hours of 8:00hrs – 17:00hrs Monday to Friday, unless we instruct the Supplier otherwise. 5.3 The supplier shall not deliver the Goods in instalments without prior written consent from the purchaser, however where it is agreed by the purchaser that the Goods shall be delivered by instalments, the purchaser shall be entitled to pay for the Goods separately. 5.4 The Supplier's failure to effect delivery on the Delivery Date specified shall entitle the purchaser to purchase substitute Goods and to hold the supplier accountable for any and all loss and/or additional costs incurred as a result of such failure. 5.5 If Goods are delivered by before the ProviderDelivery Date, the point of delivery Purchaser shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of entitled to refuse to take delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation to charge for insurance and storage of the Goods by until the Staff or Delivery Date. 5.6 If the Provider's suppliers or carriers at such place as supplier delivers: a. less than 95% of the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by quantity of Goods ordered, the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer purchaser has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess goods b. more than 105% of the quantity orderedof Goods ordered the purchaser may either reject all of the Goods or reject the excess quantity of Goods. If And for the Customer elects not to accept such over-delivered Goods it avoidance of doubt, the Supplier shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to Meet the costs and expenses of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery return of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerRejected Goods.

Delivery. 9.1 Delivery relies on prompt receipt of all payments, forms and proofs. It is the Buyer’s responsibility to send/return these in good time. 9.2 The Provider shall Seller aims to dispatch an order 20 working days from receipt of the final proof. The Consumer Rights Act states that legally there is a default delivery period of 30 days during which the Seller needs to deliver the Goods at goods to the time(s) and date(s) specified in Buyer unless the Order FormBuyer has been notified of a longer timescale. Unless otherwise stated in the Order Form, where If the Goods are not delivered within this time, a full refund will be given. 9.3 No specific delivery date can be agreed unless in writing from the Seller. 9.4 The Seller shall use its reasonable endeavours to meet any (non default) date agreed for delivery. In any event that delivery shall not be made by the Provideragreed date the Seller shall not be liable for any losses, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected costs, damages or expenses incurred by the Customer, Buyer or any third-party arising directly or indirectly out of any failure to meet said delivery date. 9.5 The Seller is not responsible for delayed delivery due to circumstances beyond our control such as postal strikes or postal errors. If the point Seller is aware of delivery shall a problem the Buyer will be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation contacted immediately. 9.6 Delivery of the Goods shall be made to the Buyer's address specified on the order form and the order confirmation email. The Buyer shall make all the arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. Once the first delivery attempt has been made, redelivery of the Goods is the responsibility of the Buyer. The Seller is not liable for any costs incurred if the Buyer is not able to take delivery at the time any delivery attempts are made. 9.7 The Consumer Rights Act means the Seller is responsible for the condition of the goods until the goods are received by the Staff Buyer, or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured someone else you have nominated to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity orderedreceive them on their behalf. If the Customer elects not Goods arrived damaged, the Buyer is entitled to accept such over-delivered Goods it shall give notice in writing replacements only. These goods must be returned to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the Seller, postage costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted will be covered by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerSeller.

Delivery. 14.1 The Provider Supplier shall deliver the Goods and/or Services at the time(s) and date(s) specified in the Order Form. Form and within such lead times indicated in the Invitation to Tender. 14.2 Unless otherwise stated in the Order Form, where the Goods are delivered by the ProviderSupplier, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. . 14.3 Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the ProviderSupplier's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. . 14.4 Time of delivery shall be of the essence and if the Provider Supplier fails to deliver the Goods and/or Services within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or Services and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. . 14.5 The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider Supplier to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider Supplier for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider Supplier unless they are accepted by the Customer. Customer in writing. 14.6 The Customer shall be under no obligation to accept or pay for any Goods and/or Services supplied earlier than the date for delivery stated in the Order Form. . 14.7 Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. The Provider 5.1 Delivery of Products under a Contract shall deliver be made by the Goods Buyer collecting the Products at the time(sSeller's Premises at any time but within 14 days (“the Delivery Period”) after the Seller has notified the Buyer that the Products are available for collection or if some other place for delivery is agreed by the Seller by the Seller delivering the Products to that place. 5.2 Any dates quoted for delivery of the Products are approximate only and date(s) specified the Seller shall not be liable for any delay in delivery of the Order FormProducts however caused. Unless otherwise stated Failure to deliver by the quoted date will not be a sufficient cause for cancellation and the Seller will not be liable for any direct indirect consequential or economic loss or any costs charges or expenses suffered or incurred by the Buyer due to the delay in the Order Form, where the Goods are delivery. The Products may be delivered by the Provider, Seller in advance of the point of quoted delivery date having given reasonable notice to the Buyer. 5.3 Where the Products are to be delivered in instalments each delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected constitute a separate contract and failure by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking Seller to deliver any one or installation more of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods instalments in accordance with Clause 12.16. Time these Conditions or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as a whole as repudiated. 5.4 If the Buyer fails to take delivery shall be of the essence and if the Provider Products or fails to deliver give the Goods within Seller adequate delivery instructions at the time specified in stated for delivery (otherwise than by reason of any cause beyond the Order Form, Buyer's reasonable control or by reason of the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case Seller's fault) then without prejudice to any other rights and remedies right or remedy available to the Seller the Seller may: 5.4.1 store the Products until actual delivery on behalf of the Customer. The Customer Buyer whereupon a) delivery shall be deemed to have taken place b) all risk in the goods shall pass to the Buyer c) the Buyer shall be liable for all related costs and expenses (including insurance); 5.4.2 charge the Buyer interest on the Contract amount at the rate of 2.5% per annum above the base rate of Natwest Bank PLC from the end of the Delivery Period to the actual date of delivery 5.4.3 sell the Products at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to the Buyer for the excess over the price under no obligation to accept the Contract or pay charge the Buyer for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of shortfall below the Contract without further liability to the Customerprice.

Delivery. The Service Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Service Provider, the point of delivery shall be when where the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when where the Goods are loaded on to the Customer's ’s vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Service Provider's suppliers ’s service providers or carriers at such place as the Customer or other duly authorised person shall reasonably direct. All deliveries The Service Provider shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails use its best endeavours to deliver the Goods within the time specified in the Order Form, failing which the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case case, without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered supplied in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Service Provider to remove them within five (5) Working Days working days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Service Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Service Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, If the Customer does specify specifies or agree agrees to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. The Provider Goods shall deliver be deemed to have been delivered when they are physically deposited at the address notified to the Company in writing by the Customer for that purpose, or have been collected from the Company’s premises or from the premises of an authorised agent of the Company. The Customer accepts that no form of acknowledgement that delivery of Goods has occurred is required to be obtained by the Company except in those instances where the Customer has specified in writing, and the Company has agreed, that the Company shall obtain proof of delivery of Goods. In addition, where: (a) the delivery is to an Onforward area; or (b) the Customer has signed an Authority to Leave form or given the Company verbal consent to leave the Goods at the time(s) and date(s) an address as specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, Customer to the point of delivery shall be when Company; or (c) the Company can only deliver Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork a physical address; or (d) the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Formused a non signature courier ticket or electronic label, the Customer may release itself from agrees that no proof of delivery or form of acknowledgement that delivery has occurred need be obtained by the Company, regardless of any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies form of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted courier ticket used by the Customer. The Company can only deliver to a physical address and the Customer shall be under no obligation must provide the Company with a physical address for delivery in writing. We are not liable for the loss of any Goods presented to accept us for delivery to a postal address. If the Customer provides an incorrect address or pay the Company is otherwise unable to deliver the Goods for any reason, the Company will return the Goods supplied earlier than to the date for delivery stated Customer's address as set out in the Order Form. Unless expressly agreed Application Form or as otherwise notified by the Customer to the contraryCompany from time to time. The Company will endeavour to deliver Goods (correctly addressed) within the delivery target period as may be advised by the Company in writing for the relevant service. However, we do not guarantee delivery of Goods within these delivery targets. Where the delivery of Goods is to an Onforwarding Area, the Customer shall not be obliged acknowledges that Additional Days for Delivery may apply. The Customer agrees that we are entitled to accept delivery by instalments. If, however, rely on the Customer does specify or agree instructions of the recipient in relation to delivery by instalments, the delivery of any instalment later than Goods, and that the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of recipient's instructions will prevail over the Customer's instructions, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerunless we have agreed otherwise in writing.

Delivery. (a) The Provider shall Company will use reasonable endeavours to deliver the Goods at the time(stime and date for delivery specified by the Company. However, the Company has no liability whatsoever (including, without limitation, indirect or consequential loss or damage or for any loss of profit (or any other form of economic loss)) that arise as a result of any delayed delivery. The Customer acknowledges that the Company accepts no liability for any claims or losses arising from its failure to meet the delivery date. Delayed delivery does not invalidate the contract or subject the Company to any penalty and date(sthe Customer will accept the Goods when delivered and pay the Contract Price notwithstanding any such delay. (b) specified The Customer (or their authorised representative) must be present at the time and place of the delivery, will fully inspect the Goods and verify their general condition and repair, and by placing their signature on an Acrow-approved document acknowledge that it has fully inspected and accepted the Goods in good condition and repair. Failure to inspect and confirm, in no way limits the Order Form. Customer’s liabilities in respect of the contract and/or these terms. (c) Unless otherwise stated in agreed the Order Form, where Customer must take delivery of the Goods are delivered by at the Provider, Company’s Premises. If the point Company arranges delivery of delivery shall be when the Goods are removed from to the transporting vehicle at the Premises. Where the Goods are collected location specified by the Customer, the point cost of such delivery shall will be when charged to the Customer and unless the Contract Price specifically includes transport those costs are in addition to the Contract Price. (d) Delivery is deemed to have been effected: (i) where the Company does not arrange delivery, upon the Customer (or its authorised representative) taking possession of the Goods at the Company’s Premises; (ii) where the Company arranges delivery, upon the Goods being delivered to the location specified by the Customer; or (iii) upon the date the Goods are loaded on due and available for delivery and the Customer's vehicle. Except where otherwise provided in Company is willing and able to effect delivery, regardless of whether the Contract, Customer takes or accepts delivery shall include the unloading, stacking or installation of the Goods. (e) Where the Goods are available and due for delivery and the Customer fails to take or accept those Goods the Company may charge the Customer for the cost of transportation and storage, together with all other costs incurred by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject Company in respect of maintaining the Goods in accordance with Clause 12.16. Time of delivery shall be of at the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerCompany’s Premises.

Delivery. 2.1 Time for delivery is given as accurately as possible but is not guaranteed. The Provider Customer shall deliver have no right to damages or to cancel the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, order for failure for any cause to meet any delivery time stated. 2.2 In cases where the Goods are delivered by the ProviderCustomer requests delivery to a specific site, the point onus is on the Customer to ensure that the goods have been delivered before incurring site costs. 2.3 The date of delivery shall in every case be when the Goods are removed dependent upon prompt receipt of all necessary information, final instructions or approvals from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. Alterations by the Customer in design specifications or quantities required may result in delay in delivery. 2.4 The Company will endeavour to comply with reasonable requests by the Customer for postponement of delivery but shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordereddo so. If the Customer elects not W here delivery is postponed otherwise than due to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted default by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, Company the Customer shall not pay all costs and expenses including a reasonable charge for storage and transportation occasioned thereby and the Company shall be obliged entitled to accept delivery invoice the expenses incurred from the postponement by instalments. If, however, the Customer does specify or agree together with the Goods' price in accordance with these Conditions. 2.5 Where the Company accepts an order for the supply of Goods to delivery be called off by instalmentsthe Customer over a period then unless otherwise agreed by the Company in writing, such call offs must be made so as to complete delivery of any instalment later than all Goods within three (3) months from the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, ’s order. 2.6 The Customer is responsible in all cases for unloading the delivery vehicle and shall be responsible for all loss of or damage to the Goods during the course of such unloading. 2.7 A delivery note or notes for the Company must be signed on receipt of the Goods and the Customer shall provide the signed receipt of the Goods to the Company not later than three (3) working days. 2.8 The Company shall have the right to make delivery by instalments and in that event each delivery shall stand as a separate contract. Failure to make any instalment delivery shall not entitle the Customer to terminate repudiate either that separate contract or the whole of any unfulfilled part of contract. 2.9 Where delivery is made by the Contract without further liability Company to the Customer’s premises the Customer will ensure the provision to the Company of full and adequate access to the point at which delivery is to take place and all other facilities and services necessary to enable the Company to deliver in accordance with the Customer’s requirements. The decision of the Company’s representative as to the nearest point of accessibility to the Customer’s works shall be accepted as final and shall be deemed to be the point of delivery. 2.10 The Company accepts no responsibility for damage of any kind caused by its transport to any access road or to the place of delivery but the making good of any damage to such transport by defective approaches to the place of delivery shall be charged to and paid for by the Customer. 2.11 Unless otherwise expressly agreed, any packaging supplied by the Company is intended to be only sufficient to protect the Goods for all normal conditions of transit and for the normal period of transit only. 2.12 All expenses in relation to the delivery of Goods from the Company’s premises to the place of delivery shall be borne Customer unless agreed otherwise in writing.

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. 5.1 Unless otherwise stated agreed in the Order Form, where the Goods are delivered writing by the ProviderCompany, the point of delivery shall be deemed to take place when the Goods are removed from made available by the transporting vehicle Company at the Premises. Where the Goods are collected Delivery Point, for collection by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible its carrier at the Company’s premises (“Delivery”). 5.2 Any and all dates and periods specified by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods Company for Delivery are manufactured to an agreed Specification/Standardestimates only and do not constitute fixed times for delivery. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery Delivery shall not be of the essence of the Contract and if shall not be made of the Provider fails essence by notice. The Company shall have no liability for any damages, losses, costs or expenses whatsoever or in connection with the failure by the Company to deliver the Goods within the time meet any delivery times specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the CustomerOrder. The Customer shall have no right to cancel an order for a failure of the Company to meet any delivery times. 5.3 The Company will endeavor to comply with any reasonable request by the Customer for postponement of Delivery but shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If do so and the Customer elects not is obliged to accept take Delivery at such over-delivered Goods it shall give notice date and time as specified by the Company. Where postponement is agreed by the Company in writing the Customer shall, if required, pay all costs and expenses including a reasonable charge for storage occasioned thereby and any costs incurred by the Company in relation to any insurance payments reasonably made by it. The Company reserves the Provider right to remove them within five (5) Working Days and to refund deliver the Goods to the Customer in partial shipments. Where the Goods are delivered in partial shipments, each Delivery shall constitute a separate contract and failure by the Company to deliver any expenses incurred one or more of the partial shipments in accordance with these Terms or any claim by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose in respect of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept one or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer more installments shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of treat the Contract without further liability to as a whole as repudiated. 5.4 The date for Delivery shall in every case be dependent upon prompt receipt of all necessary information, final instructions or approvals from the Customer. 5.5 If the Customer is ordering Goods for Delivery outside of the country of manufacture by the Company, such Goods may be subject to import duties and taxes which are levied when the Goods reach the specified destination. The Customer will be responsible for payment of such import duties and taxes. The Customer will comply with all laws and regulations of the country for which the Goods are destined and the Company will not be liable for any breach of those laws. 5.6 The Customer shall (and shall procure that its sub‐ contractors and agents shall): (a) Strictly follow all instructions and installation materials related to the Goods and not make any alteration, modification or addition to the Goods or packaging (and any alteration of the Goods, or use of non‐approved parts, products or packaging with the Goods, shall be a material breach of these Terms and voids any warranties made by the Company for the Goods).

Delivery. The Provider a. Any dates quoted for delivery of the Products are approximate only and WG shall deliver not be liable for any delay in delivery of the Goods at the time(s) and date(s) specified in the Order FormProducts however caused. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of Time for delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall not be of the essence of any Contract. Any Products may be delivered by WG in advance of the quoted delivery date upon giving reasonable notice to Buyer. b. Unless otherwise agreed in writing, delivery of the Products shall be made at WG’s premises upon notification to Buyer that such Products are ready for collection. Buyer shall be entitled to collect the Products any time thereafter on reasonable notice during WG’s normal business hours. WG shall have the right to assume that any person who both reasonably appears and if claims to have the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation authority to accept and pay sign for delivery of the Goods and/or terminate the ContractProducts on behalf of Buyer does, in either case without prejudice to any other rights and remedies fact, have requisite authority from Buyer. c. Claims for non-delivery of the Customer. The Customer shall Products must be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice made in writing to the Provider to remove them WG within five (5) Working Days working days from the date of invoice. In the event WG should agree to deliver Products directly to Buyer’s customer any such delivery shall be deemed to be made to Buyer and any refusal by Buyer's customer to refund accept such delivery shall be deemed to the Customer any expenses incurred be a refusal by it as a result Buyer. d. Buyer agrees to accept partial delivery of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider Products ordered unless they are accepted otherwise mutually agreed by the Customerparties in writing. The Customer Where the Products are delivered in instalments, each delivery shall be under no obligation constitute a separate Contract. Failure by WG to accept deliver any one or pay for more of the instalments in accordance with these Agreements or any Goods supplied earlier than the date for delivery stated claim by Buyer in the Order Form. Unless expressly agreed to the contrary, the Customer respect of any one or more instalments shall not be obliged entitle Buyer to accept delivery by instalments. If, however, the Customer does specify treat a Contract as repudiated or agree to delivery by instalments, cancel any other instalment. e. If Buyer fails to take delivery of any instalment later than the date specified Products or agreed for fails to give WG adequate delivery instructions in its delivery shallPurchase Order then, without prejudice to any other rights right or remedies remedy available, WG may: (i) store the Products until actual delivery and charge Buyer for the reasonable costs thereof, including insurance costs; or (ii) terminate the Contract forthwith and sell the Products. f. Buyer shall bear any and all costs (including original and return carriage costs) associated with any unjustified refusal of delivery of Products ordered pursuant to a Contract. g. If there is a shortage of Products available to WG then WG may allocate any available Products between its buyers on such a basis as it deems appropriate. In case of the Customerforegoing, entitle then Buyer agrees to accept any Products delivered to it and shall pay the Customer to terminate the whole of any unfulfilled part appropriate pro-rated portion of the Contract without further liability to the Customerinvoiced price for such Products.

Delivery. 5.1 The Goods shall be delivered to and/or the Works or Services shall be performed within business hours at the Delivery Address on the date or within the period specified in the Specification or as otherwise specified or agreed by the Buyer in writing. 5.2 Where the date of delivery of the Goods and/or performance of the Services is to be specified after the placing of the Purchase Order, the Provider shall give the Buyer reasonable notice of the specified date. 5.3 A delivery note which specifies the number of the Purchase Order shall accompany each delivery or consignment of the Goods and must be displayed prominently. 5.4 If the Goods are to be delivered and/or the Works or Services are to be performed by instalments, the Contract will be treated as a single contract and will not be severable. 5.5 The Buyer shall be entitled to reject any Goods delivered which are not in accordance with the Contract, and shall not be deemed to have accepted any Goods until the Buyer has had reasonable time to inspect them following delivery or, if later, within a reasonable time after any latent defect in the Goods has become apparent. 5.6 The Provider shall deliver supply the Goods at Buyer in good time with any instructions or other information required to enable the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of Buyer to accept delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be and/or performance of the essence and if the Provider fails Works or Services. 5.7 The Buyer shall not be required to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing return to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing packaging or packaging materials for the Goods), failing which whether or not the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept Buyer. 5.8 If the Goods are not delivered and/or the Works or pay for any Goods supplied earlier than Services are not performed on the due date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shallthen, without prejudice to any other rights or remedies remedy, the Buyer shall be entitled to deduct from the Price or, if the Buyer has already paid the Price, to claim from the Provider an amount equal to the additional costs incurred by the Buyer as a result of the Customer, entitle the Customer delay. 5.9 Risk of damage to terminate the whole of any unfulfilled part or loss of the Contract without further liability Goods shall pass to the CustomerBuyer upon delivery to the Buyer in accordance with the Contract. 5.10 The property in the Goods shall pass to the Buyer upon delivery, unless payment for the Goods is made prior to delivery, where it shall pass to the Buyer once payment has been made and the Goods have been appropriated to the Contract. 5.11 Whilst on the Buyer’s premises the Provider shall comply with the Buyer's rules and regulations relating to the Premises.

Delivery. The Provider shall deliver 9.1 Any timeframes quoted by OA for the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Delivery of Goods are delivered estimates only. 9.2 OA shall not be liable for delay or any failure or inability to deliver. 9.3 OA shall not be liable for any Claim, Loss or damage whatsoever due to failure by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails OA to deliver the Goods within promptly or at all. 9.4 The failure of OA to deliver shall not entitle the Customer to treat this Agreement as repudiated. 9.5 OA reserves the right to withdraw an Order Confirmation at any time specified before the Delivery Time and will not be liable for any Claim or Loss whatsoever arising from its failure to deliver any or all of the Goods. 9.6 Any term of this Agreement relating to the quantity of Goods is not the essence of the Agreement. OA reserves the right to make partial deliveries against an Order and to invoice each partial Delivery separately and the Customer cannot reject Goods on the basis of partial Delivery. 9.7 Where Goods remain in the Order Form, possession of OA after the Delivery Time (including where the Customer may release itself from any obligation fails for whatever reason to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies take Delivery of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which OA is entitled to charge the Customer may dispose for all Losses occasioned by the Customer in not accepting Delivery, together with any costs and Losses in respect of such the carriage, care and custody of the Goods. 9.8 Unless otherwise agreed by OA, all Goods will be delivered to the Delivery Address. 9.9 The Customer must ensure that it or its employees or agents are in attendance at the Delivery Address at the agreed time or agreed period to accept Delivery of the Goods and to acknowledge receipt upon the consignment note or invoice accompanying the Goods. 9.10 The Customer warrants that the person who signs the Delivery notice is authorised to receive the Goods on their behalf. 9.11 A quantity, description, date and place of Delivery, as indicated on OAs invoice or dispatch note, shall be referenced as evidence of quantity, description, date and place of Delivery of the Goods. 9.12 If the Customer fails to take delivery of the Goods on the specified date, and the Order is returned to OA, a second delivery charge the Provider may be imposed. 9.13 OA may arrange for the costs storage and carriage of such disposalGoods by couriers, contractors or sub-contractors. The risk Notwithstanding any specific instructions given by the Customer as to the mode of carriage of Goods, and in the exercise of its absolute discretion, OA may have Goods carried or forwarded by any over-delivered method which it deems fit. 9.14 Unless otherwise agreed in writing by OA from time to time, the cost of freight of Goods from the OA warehouse shall remain with the Provider unless they are accepted be paid for by the Customer. 9.15 Unless otherwise specified in a Quote, Goods shall be packed in OA standard packing. The cost of any special packing and packing materials required by the Customer shall be under no obligation at the Customer’s expense. 9.16 A fixed $15.00 surcharge will be payable on the shipment of any dangerous Goods within an Order or such other surcharge amount as OA may in its absolute discretion determine is applicable to accept or pay the Order. 9.17 A fixed surcharge will be payable for any Goods supplied earlier than special and/or custom Orders which alters the date for delivery stated in the Order Form. Unless expressly agreed to the contraryoriginal products by slitting, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify cutting or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies alteration of the Customerproduct. Once the Goods are altered, entitle no returns or cancellations will be accepted unless the Customer Goods are deemed to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerbe faulty.

Delivery. The Provider (a) Upon completion of the construction of the Platform and the tests and trials as provided in the Specifications, and after having obtained all required approvals and certifications from ABS and the Regulatory Bodies, Builder shall tender delivery of the Platform to Owner. Prior to tendering delivery, Builder shall have remedied at Builder's sole cost and expense any defects discovered by Owner, Builder or ABS in Builder's workmanship or materials including installation of Owner Furnished Equipment or any other non-conformity of the Platform with the requirements of the Specifications and this Agreement and shall have performed any re-tests necessary to ensure that such items have been fully corrected. Owner shall accept such tender of delivery, and Owner shall not have the right to refuse to accept delivery of the Platform provided the same is substantially completed, except for minor items acceptable to Owner to be completed as mutually agreed between Owner and Builder, and capable of being utilized by Owner. Any remaining items shall be completed by Builder following delivery and prior to departure of the Platform from Builder's yard, or Owner and Builder may mutually agree on an appropriate reduction of the Contract Price for such remaining items. (b) To evidence acceptance of the Platform by Owner, Builder and Owner shall execute and deliver a Protocol of Acceptance and Delivery acknowledging delivery of the Platform. Builder shall further deliver to Owner a Bill of Sale confirming the conveyance of title to ▇▇▇ Platform to the Owner, which Bill of Sale shall (i) generally describe the Plat▇▇▇▇ as a mobile, self-contained and elevating platform, (ii) contain a general warranty of title and freedom from liens (except as to matters arising by, through, or under Owner) in favor of the Owner, and (iii) be deemed to contain the additional warranties and covenants set forth in Section 11 of this Agreement without the necessity of making any reference to such warranties in the Bill of Sale. Builder shall also deliver to Owner the remaining delivery documents set forth in the Specifications. (c) Builder shall deliver the Goods Platform along side Builder's dock at the time(s) Builder's Yard. Following delivery and date(s) specified in the Order Form. Unless otherwise stated in the Order Formacceptance, where the Goods are delivered by the Provider, the point of delivery Owner shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has have the right to reject dock the Goods in accordance with Clause 12.16Platform at Builders Yard for a period not to exceed thirty (30) days, after which time the Platform must depart from Builder's Yard. Time of During such post-delivery docking period, Owner shall pay to Builder its standard charges for shore power, potable water, and security guard service. All such charges must be paid by Owner to Builder prior to departure of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself Platform from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerBuilder's Yard.

Delivery. 6.1 The Provider Goods shall deliver be delivered to and the Goods Services shall be performed at the time(s) and date(s) specified in Delivery Address on the Order Form. Unless otherwise date or within the period stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the ContractOrder, in either case without prejudice to any other rights and remedies during the Buyer's usual business hours. 6.2 Where the date of delivery of the Customer. Goods or of performances of the Services is to be specified after the placing of the Order, the Seller shall give the Buyer reasonable notice of the specified date. 6.3 The Customer time of delivery of the Goods and of performance of the Services is of the essence of the Contract. 6.4 A packing note quoting the number of the Order must accompany each delivery or consignment of the Goods and must be displayed prominently. 6.5 If the Goods are to be delivered or the Services are to be performed by instalments, the Contract will be treated as a single contract and not severable. 6.6 The Buyer shall be under no obligation entitled to accept or pay for reject any Goods delivered which are not in excess accordance with the Contract, and shall not be deemed to have accepted any Goods until it has had a reasonable time to inspect them following delivery or, if later, within a reasonable time after any latent defect in the Goods has become apparent. 6.7 The Seller shall supply the Buyer in good time with any instructions or other information required to enable the Buyer to accept delivery of the quantity orderedGoods and performance of the Services. 6.8 If the Seller or the Sellers carrier delivers any goods at the wrong time or to the wrong place then the Buyer may deduct from the Price any resulting costs of storage or transport. 6.9 The Seller shall forthwith on request by the Buyer, following delivery of the goods, attend at the part of the Buyers premises designated by it and shall remove at its own expense and without cost to the Buyer all packaging in which the goods were delivered to the Buyer. 6.10 The Buyer shall have the right, before delivery, to send the Seller an order amendment adding to, deleting or modifying the goods. If the Customer elects not order amendment will cause a change to accept such over-delivered Goods it the price or delivery date, then the Seller must suspend performance of the contract and notify the Buyer without delay, calculating the new price and delivery date at the same level of cost and profitability as the original price. The Seller must allow the Buyer at least 10 working days to consider any new price and delivery date. The order amendment shall give notice take effect when, but only if, an authorised officer of the Buyer accepts in writing to the Provider to remove them new price and delivery date within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted time stipulated by the CustomerBuyer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies If an authorised officer of the CustomerBuyer fails to confirm the order amendment within the time stipulated by the Buyer, entitle the Customer to terminate the whole of any unfulfilled part then performance of the Contract without further liability to contract shall immediately resume as though the Customersaid order amendment had not been issued (except that the Buyer may still exercise its right of cancellation).

Delivery. The Provider Supplier shall deliver ensure that each delivery of Goods is accompanied by a delivery note which shows the order number, the type and quantity of Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the relevant Order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered. Unless otherwise specifically agreed in writing by the Supplier (whether via the Order Confirmation Form or otherwise) all Goods shall be supplied on an "ex works" basis and accordingly:- delivery of the Goods shall take place by of the Supplier making the Goods available for collection at the Supplier’s premises (such that delivery will then be completed once the Customer or any carrier appointed by it has taken possession of the Goods at the time(sSupplier's premises) and date(sthe Customer shall be responsible for making all necessary arrangements, at its own cost, for the Goods to be collected from the Supplier's premises and (where applicable) specified in transported onwards to the Order Form. Unless otherwise stated in Customer's own premises; if following a request by the Order FormCustomer to this effect the Supplier agrees, where at its sole discretion, to change the delivery location such that the Goods are delivered by to be made available at a location other than the ProviderSupplier's premises, the point of Supplier shall arrange for suitable transport to the relevant delivery shall be when location and the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay liable for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses additional Expenses incurred by it the Supplier as a result of such over-delivery change (including but not limited all relevant transport costs incurred by the Supplier). The Supplier shall use its reasonable endeavours to deliver Goods to the costs of moving and storing relevant delivery location on the Goods)relevant Delivery Date, failing which the Customer may dispose of such Goods and charge the Provider but (for the costs avoidance of such disposaldoubt) Delivery Dates are approximate only and the time of delivery is not of the essence. The risk Supplier shall not in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall event be under no obligation to accept or pay liable for any Goods supplied earlier than the date for delivery stated delay in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than Goods that is caused by: a Force Majeure Event; or the date specified Customer's failure to provide the Supplier with adequate delivery instructions or agreed for its delivery shall, without prejudice to any other rights or remedies instructions that are relevant to the supply of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.Goods; or

Delivery. The Provider shall deliver the Goods at the time(s) 6.1. Delivery or performance dates mentioned in any quotation or acceptance form or elsewhere are approximate only and date(s) specified in the Order Form. Unless otherwise stated in the Order Formnot of any contractual effect, where the Goods are delivered by the Provider, the point of and time for delivery shall not be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation made of the Goods essence by notice. The Company shall not be under any liability to the Staff Purchaser in respect of any delay in delivery howsoever arising. 6.2. In the event of the Purchaser returning or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including failing to accept any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject delivery of the Goods in accordance with Clause 12.16the Contract the Company shall be entitled at its option to invoice the Purchaser for such Goods and either to deliver and invoice the Purchaser for the balance of Goods then remaining undelivered or to suspend or cancel further deliveries under the Contract. Time The Company shall be entitled to store at the risk of the Purchaser any goods which the Purchaser refuses or fails to accept and the Purchaser shall in addition to the invoice price pay all costs of such storage and any additional costs or carriage incurred as a result of such refusal or failure. The Company shall be entitled after the expiration of 3 months from the date upon which the price became payable to dispose of the goods in such manner as the Company may determine. 6.3. Unless otherwise specified delivery shall be "ex-works" so that the goods shall be deemed to have been delivered and the risk therein to have passed to the Purchaser upon the Company notifying the Purchaser that the goods are available for collection. 6.4. In any case where Goods are sold CIF or FOB or on the basis of any other international trade term the meaning of such terms contained in the latest Incoterms shall apply as if expressly incorporated herein except insofar as any part of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer same may release itself from be inconsistent with any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customerprovisions contained in these Conditions. 6.5. The Customer In the case of any sale of goods FOB the Company shall be under no obligation to accept or pay for any Goods delivered give the Purchaser the notice specified in excess section 32(3) of the quantity orderedSale of Goods Act 1979. 6.6. Unless otherwise expressly agreed the Company may effect delivery in one or more instalments. Where delivery is effected by instalments each instalment shall be treated as a separate contract. 6.7. If the Customer elects not Contract involves more than one delivery and any default is made in payment the Company shall have the right to accept such over-delivered Goods it shall give suspend all or any further deliveries pending payment or to terminate the Contract in its entirety by notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerPurchaser.

Delivery. 4.1 Unless otherwise agreed in writing completion and Delivery Dates are not guaranteed, are a guide only and whilst the Company will make every effort to adhere to proposed timescales, time for Delivery or performance is not of the essence in any Contract with the Customer. 4.2 The Provider Company shall be under no liability whatsoever for any delay in performance of any order by reason or in consequence of a Force Majeure Event, or any other delay outside of its control including but not limited to labour and civil commotion, natural catastrophe, government restrictions, shortage or lack of instructions. 4.3 Unless otherwise agreed in writing by the Company, Delivery of Goods is taken at the Company's place of business within 14 days of notification to the Customer that the Goods are ready for Delivery and risk in Goods passes to the Customer at the time of Delivery at the latest. Any packaging which the Company agrees to provide may be charged to the Customer. 4.4 If the Goods are in the possession of the Company on the date the order acknowledgement is issued, the Customer shall take Delivery of the Goods within 14 days of the Company giving it notice that the Goods are ready for Delivery, unless agreed otherwise in writing. If the Goods are not in the possession of the Company on the date the order acknowledgement is issued then the Customer shall take Delivery of the Goods by a date for Delivery as agreed in writing between the parties. If the Customer has not collected the Goods or given instructions to the Company for Delivery or shipment of the Goods within 14 days of being notified that they are ready for Delivery the Company may invoice the Customer for the full amount of the Price plus the cost of any packaging. Delivery of the Services shall be accepted when tendered. 4.5 Should expedited Delivery be agreed, the Company shall be entitled to make an extra charge to cover any overtime or any other additional costs. 4.6 Unless otherwise agreed in writing by the Company, the Company shall not be obliged to give possession of the Goods or to provide the Services (and the Customer shall not be entitled to receive them) unless and until payment in full in cleared funds of the Price has been received by the Company. 4.7 Subject to the other provisions of these conditions the Company shall not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods (even if caused by the Company's negligence), nor shall any delay entitle the Customer to terminate or rescind the Contract unless such delay exceeds 180 days. 4.8 Should Delivery of the Goods and/or Services be suspended or delayed by the Customer for any reason: 4.8.1 the Company shall be entitled to charge for storage and for all expenses incurred by the Company as a consequence of the failure to take Delivery, including loss of or wastage of resources that cannot otherwise be used; and 4.8.2 if the suspension or delay extends beyond 30 days the Company shall be entitled to immediate payment for any Services carried out, for any Goods that are ready for Delivery, and any other additional costs. 4.9 If for any reason the Customer fails to accept Delivery of any of the Goods and/or Services when they are ready for Delivery, or the Company is unable to deliver the Goods at and/or Services on time because the time(s) and date(s) specified Customer has not provided appropriate instructions, documents, licences or authorisations: 4.9.1 risk in the Order Form. Unless otherwise stated in Goods shall pass to the Order Form, where Customer (including for loss or damage caused by the Company's negligence); 4.9.2 the Goods are delivered and/or Services shall be deemed to have been delivered; and 4.9.3 the Company may store the Goods until delivery, whereupon the Customer shall be liable for all related costs and expenses (including, without limitation, storage and insurance). 4.10 The Company may deliver the Goods and/or Services by separate instalments. Each separate instalment shall be invoiced and paid for in accordance with these conditions. 4.11 Each instalment shall be a separate Contract subject to these conditions and no cancellation or termination of any one Contract relating to an instalment shall entitle the Customer to repudiate or cancel any other Contract or instalment. 4.12 The Services cannot be cancelled by the Provider, Customer without the point Company's consent. Such consent will be agreed in writing and will include the payment to the Company of delivery shall be when amounts necessary to cover the reasonable costs of the Company resulting from any cancellation. 4.13 Where the Customer requests the Company to deliver the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected to any destination named by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay liability for the Goods and/or terminate the Contract, will be as provided in either case without prejudice to Incoterms 2010 or any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customersubsequent revision thereto.

Delivery. a. The Provider delivery terms listed on the PO shall be interpreted in accordance with Incoterms 2000. b. Time is of the essence. The Purchaser agrees to deliver the Articles in accordance with the delivery date(s) shown on the face of the PO or such other date as agreed to in writing by the Purchaser and Supplier. c. Where the Articles are chemicals or of hazardous materials, the Supplier shall deliver Material Safety Data Sheets (MSDS) to the Goods at Purchaser prior to the time(s) shipment of these goods or related articles covered by this PO. Should the Supplier fail to deliver the MSDS to the Purchaser and a fine is assessed against the Purchaser, the fine shall be deducted from the Supplier's invoice. d. The Supplier shall be responsible for all damages of any kind incurred or suffered by the Purchaser which have been occasioned by the negligence of the Supplier. e. The Articles shall be delivered in the quantities, specifications and on the delivery date(s) specified in the Order FormPO either to the Purchaser directly or to the shipper named by the Purchaser. f. The Articles shall be properly packed and secured by Supplier to guard against breakage, loss or damage. Unless otherwise The packaged Articles must be clearly labeled "Jamaica Public Service Company Limited" and the PO number stated thereon. g. Title to the Articles shall be deemed to have passed to the Purchaser on delivery and acceptance by the Purchaser or a shipper and/or freight carrier named by the Purchaser, when one is used. h. To the extent that any Article incorporates a design created by the Supplier for the Purchaser, the Purchaser shall own such design upon the transfer of title to the Article and the Supplier shall furnish the Purchaser with any documentation of the design in the Order FormSupplier's possession. i. If any and all the Articles are not delivered on the date(s) specified herein, where or do not conform to the Goods are delivered by PO and these Terms and Conditions the Provider, the point of delivery Purchaser shall be when entitled to accept or reject any such Articles and return rejected Articles to the Goods are removed from the transporting vehicle Supplier at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the CustomerSupplier's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence risk and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case expense without prejudice to any other rights and remedies right or remedy of the Customer. Purchaser. j. The Customer Purchaser shall also be under no obligation entitled to accept or pay for recover from the Supplier any Goods delivered monies paid by the Purchaser in excess respect of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5returned Article(s) Working Days and to refund to the Customer together with any expenses additional expenditure reasonably incurred by it as a result the Purchaser in obtaining replacement Article(s). k. The Purchaser reserves the right to change the place of such over-delivery (including but not limited at any time prior to the costs of moving actual shipment. l. All raw wood packaging materials must be treated and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk marked in any over-delivered Goods shall remain accordance with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery requirements of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerISPM 15.

Delivery. The Provider shall deliver the a) Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Formwill be delivered or deemed to be delivered, where the Goods when they are delivered by to the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected place nominated by the Customer. If no such address is nominated, then delivery will be deemed to occur at the point time when the goods are ready for collection at the Supplier's premises. b) The Customer shall pay to the Supplier packing, crating and delivery charges in accordance with the Supplier's current rates as at the date of dispatch. If there is no current rate, then a reasonable delivery charge shall be when paid by the Goods Customer. c) The Supplier reserves the right to make a reasonable charge for storage if delivery instructions are loaded not provided by the Customer within 14 days of a request by the Supplier for such information. d) The Customer authorises the Supplier to deliver products to the place nominated by the Customer and to leave the products at such place whether or not any person is present to accept delivery. The Supplier shall not be liable on any basis whatsoever for loss suffered by the Customer after delivery to the nominated delivery place. e) The Supplier shall not be obliged to obtain a signed receipt or other acknowledgment from any person at the nominated place for delivery but if a signed receipt or other acknowledgment is obtained from someone believed by the Supplier to be authorised by the Customer to sign or otherwise take delivery, then such signed receipt or other acknowledgement shall be conclusive evidence of the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation acceptance of the Goods by goods delivered. f) Any times quoted for delivery are estimates only and the Staff or the Provider's suppliers or carriers at such place as Supplier shall not be liable to the Customer for any failure to deliver or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible for delay in delivery of goods occasioned by strike, lockout or other industrial dispute, shortage of stock, shortage of labour, lack of skilled labour, delays in transit, fire, flood, hostility, civil commotion or any other cause whatsoever whether or not beyond the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be control of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. Supplier, g) The Customer shall not be under no relieved of any obligation to accept or pay for goods by reason of any Goods delivered delay in excess of delivery. h) The Supplier reserves the quantity ordered. If the Customer elects not right to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days deliver goods by instalments and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer each instalment shall be deemed to be sold under no obligation a separate contract. Failure to accept deliver any instalment, or pay for deliver any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer instalment on time shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate repudiate the contract in whole of any unfulfilled part of the Contract without further liability to the Customeror in part.

Delivery. a) Time is not of essence of the contract and any time or date specified by the Seller as time at which or date on which goods will be despatched or delivered (or as case may be made available for collection) is given and intended as an estimate only and the Seller shall not be liable for any loss, damage or expense howsoever arising from delay in delivery. b) The Provider Buyer shall deliver at request of the Goods Seller supply the Seller with details necessary to allow the Seller to make delivery and shall accept delivery whenever the Seller proffers delivery. If the Buyer does not comply with the foregoing it shall not be entitled to withhold any payment and shall indemnify the Seller against any consequential loss, damage or expense and the Seller may enforce its remedies for payment and may (if it so wishes) cancel intended delivery and sell the goods to which such intended delivery related without prejudice to its right to claim damages in respect of such breach of contract or may store goods at the time(s) Buyer’s risk in a place of its choosing at the cost of the Buyer and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered delivery by the Provider, Seller of a deposit receipt or other evidence of storage to the point of delivery Buyer shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point deemed to be delivery of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has goods. c) The Seller reserves the right to reject make delivery by installments, and the Goods period during which delivery by installments may be made and the quantity of goods delivered in accordance with Clause 12.16. Time each installment shall be in the Seller’s discretion. d) Notwithstanding any express agreement as to the date of delivery the Seller shall be entitled to postpone or cancel delivery in whole or in part when it is delayed in or prevented from making or obtaining any goods or materials or parts or components or services therefore or making delivery thereof by any cause beyond the Seller’s control. During any of the essence foregoing events the Seller’s obligations shall be suspended until such events cease or until the Seller cancels delivery (as the case may be) and if the Provider fails Seller shall not be required to deliver the Goods within the time specified obtain elsewhere in the Order Form, the Customer may release itself from any obligation market goods with which to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice replace or permit it to any other rights and remedies produce goods delivery of the Customer. The Customer shall be under no obligation to accept which has been postponed or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it cancelled as a result of such over-delivery (including but not limited any of said events. In event of cancellation, the Seller shall be paid pro rata for goods delivered or work done to the costs date of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider cancellation. e) The Buyer shall be solely responsible for the costs proper unloading of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalmentsgoods. If, howeverto assist the Buyer to remove the goods from point of delivery, the Customer Seller or any sub-contractor does specify any loading or agree to delivery unloading of goods free of charge, no liability whatsoever shall thereby be incurred by instalments, delivery the Seller or subcontractor and the Buyer shall indemnify the Seller in respect of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerthereof.

Delivery. 2.1 The Provider GOODS or SERVICES shall deliver be delivered by the Goods SELLER in accordance with the terms and conditions as stated on the TASK FORM or PURCHASE ORDER. If agreed between the PARTIES, the GOODS may be stored at the time(s) SELLER‟s premises until such time as the PURCHASER makes formal arrangements for the collection and date(s) onward shipment of the GOODS. Such storage SERVICES may be subject to charges by the SELLER to the PURCHASER and such charges are to be mutually agreed between the PARTIES. 2.2 Unless expressly agreed otherwise the GOODS or SERVICES shall be delivered during the PURCHASER‟s normal business day. Delivery and any other costs associated with the supply of the GOODS shall be at the SELLER‟s own expense unless otherwise stated on the TASK FORM or PURCHASE ORDER. 2.3 Any Delivery Date or timescales, or special terms and conditions should be specified in the Order Form. Unless otherwise stated TASK FORM or PURCHASE ORDER and agreed between the PARTIES. 2.4 Delivery terms in the Order FormTASK FORM or PURCHASE ORDER are as defined in "INCOTERMS 2010" or any official revision thereof, where the Goods are delivered issued by the ProviderHeadquarters of the International Chamber of Commerce in Paris, France. 2.5 The GOODS or SERVICES shall remain at the point of SELLER's risk until delivery is effected, which shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time the TASK FORM or PURCHASE ORDER, unless otherwise agreed between the PARTIES. 2.6 The PURCHASER‟s signature given on any delivery note or other document presented for signature in connection with delivery of the GOODS is evidence only of the number of packages received, and not evidence of actual quantity, quality or condition of the GOODS. 2.7 Any SERVICES deemed to have been carried out by the SELLER shall be subject to confirmation by the PURCHASER and such method of confirmation is to be agreed between the PARTIES. 2.8 The PURCHASER shall be entitled to return any goods to the SELLER for a full refund within 30 days of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Formwithout incurring any costs or charges whatsoever, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. unless such GOODS have already been shipped overseas. 2.9 If the Customer elects not PURCHASER cancels the whole or any part of a PURCHASE ORDER pursuant to accept such over-delivered Goods Clause 2.8, it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not only be obliged to accept delivery by instalments. If, however, pay the Customer does specify or agree to delivery by instalments, delivery SELLER in respect of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerthose items it has expressly accepted.

Delivery. The Provider a) Delivery shall deliver the Goods at the time(s) and date(s) be made as required and, in a manner, specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries Purchase Order and shall be accompanied wherever possible by a delivery note. In respect of goods consigned by rail, an advice note shall be sent to the site office at the place of delivery so as to be received before delivery. b) The Company shall provide between the metaled highway and the point at which unloading is to be made a reasonably safe and proper access. c) The Company requires as a condition of the Contract that a Suppliers delivery note be clearly signed by a duly authorised site representative of the Company and the Supplier shall be responsible for obtaining such a signature and of depositing a copy of such signed note with him. In the event of there being a dispute concerning delivery the failure by the appropriate paperwork including Supplier to produce such a signed note shall then be conclusive evidence that the Product(s) have not been delivered. The signing of a delivery note is proof of delivery only. d) These Conditions of Order shall be deemed to be governed by “Incoterms 2010” and any certificates authorised by an Independent Testing House/Organisationofficial amendments or additions thereto. e) Any risk of future loss or damage to the Product(s) unless due in whole or in part to the act, evidencing that all Goods are manufactured neglect or error of the Supplier (when the risk shall not so pass) and the property in the Product(s) shall pass to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods Company upon completion of unloading and in accordance with Clause 12.16. Time the requirements (if any) of the Purchase Order and the due signing of the delivery note but: i. Product(s) delivered in a damaged condition shall be replaced immediately without charge. ii. Property and any risk of loss or damage to Product(s) not in accordance with the essence and if the Provider fails to deliver the Goods within the time specified in the Purchase Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customershall not pass. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it Company shall give notice in writing within a reasonable time of any discrepancy or damage (as to which no duty of inspection shall be owed) and the Provider to remove them within five (5) Working Days property and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods therein shall remain with the Provider unless they Supplier. iii. Where the Product(s) are packaged or wrapped then the acceptance of the Product(s) will not be made until the Company has actually inspected and accepted by them. f) The Supplier shall provide proper off-loading instructions and the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated Company will at its discretion provide reasonable assistance in the Order Form. Unless expressly agreed unloading of Product(s). g) Once the property in the Product(s) passes to the contrary, Company then the Customer Supplier shall not be obliged to accept delivery by instalments. If, however, the Customer does specify have no title or agree to delivery by instalments, delivery of any instalment later than the date specified interest therein at law or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerin equity.

Delivery. The Provider shall If the Customer instructs ▇▇▇▇▇ to use a particular method of handling, storage or transportation of the Goods, ▇▇▇▇▇ will give consideration to that method, but the Customer gives ▇▇▇▇▇ authority to: use any method for handling, transporting or storing the Goods as ▇▇▇▇▇ sees fit; deviate from the usual route or method of transport of the Goods which may in the absolute discretion of ▇▇▇▇▇ be necessary or desirable in the performance of the Services. Subject to clauses 5(c) and 5(e), ▇▇▇▇▇ is authorized to deliver the Goods at to the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered address given to ▇▇▇▇▇ by the Provider, the point of Customer for delivery and ▇▇▇▇▇ shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured deemed to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject have delivered the Goods in accordance with Clause 12.16. Time of these Terms if at that address, ▇▇▇▇▇ obtains from any person a receipt or signed delivery shall be docket of the essence and Goods. If the nominated address for delivery is unattended or if delivery cannot be effected to any person at that address, ▇▇▇▇▇ may at its sole discretion leave the Goods at that address (which is deemed to be delivery of the Goods) or store the Goods. If ▇▇▇▇▇ stores the Goods, whether under clause 5(c) or otherwise: the Goods will be stored at the Customer’s sole risk. ▇▇▇▇▇ accepts no responsibility in tort or in contract for the loss of or damage to any Goods howsoever arising, except to the extent that such loss or damages directly arises out of ▇▇▇▇▇’▇ ▇▇▇▇▇ negligence, unlawful act or breach of its obligations under this Agreement; ▇▇▇▇▇ may require the Customer to remove the Goods, at the Customer's expense, if the Provider Customer fails to deliver pay the Fees when due; ▇▇▇▇▇ does not have to make the Goods within the time specified in the Order Form, available until all Fees have been paid and the Customer signs, or a person authorised by the Customer signs, a receipt for the Goods; ▇▇▇▇▇ may release itself from any obligation return the Goods to accept the Customer’s last known address if the Customer fails to remove the Goods when ▇▇▇▇▇ reasonably requires or Males gives the Customer fourteen (14) days’ notice to remove the Goods; the Customer shall indemnify and pay keep indemnified ▇▇▇▇▇ for all costs and expenses incurring in relation to storing the Goods and/or terminate redelivering the ContractGoods to the Customer from the place of storage. ▇▇▇▇▇ will in its sole discretion determine an appropriate and safe place for delivery. ▇▇▇▇▇ reserves all rights to refuse a direction from the Customer or any agent, in either case without prejudice to any other rights and remedies representative of the CustomerCustomer to leave Goods in a specific place if it determines that such delivery may cause damage. The Customer shall irrevocably and unconditionally acknowledges and agrees that: while ▇▇▇▇▇ will use all reasonable endeavours to provide Proof of Delivery (POD) on request (surcharge may apply), PODs may not be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund available to the Customer any expenses incurred by it as a result of such over-delivery (including but for all deliveries; ▇▇▇▇▇ is not limited liable to the costs Customer for failing to provide a POD; the non-provision of moving and storing POD is not a reason to withhold Payment; any of the Goods)following is conclusive proof of delivery, failing which even without a POD either the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted original or electronically; a statement signed by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept driver that delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery was made; driver’s run sheet; photographs of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies delivery; personal data authority confirmation; signed acknowledgment of the Customer, entitle the Customer to terminate the whole recipient; agent’s consignment note; signed label; POD run sheet; photographs; GPS Data; driver run book of any unfulfilled part of the Contract without further liability to the Customerthat delivery.

Delivery. The Provider sale and purchase of the Products under this Agreement shall deliver be governed by the Goods at the time(s) and date(s) specified in the Order FormAgreed Incoterms. Unless otherwise stated agreed, all Products shall be delivered at the Delivery Point, in accordance with the Agreed Incoterms. Subject to the Distributor’s compliance with Clause 2.3, the Supplier shall make all reasonable efforts to deliver the Products in accordance with the delivery timetable in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premisesrelevant Purchase Order. Where the Goods are collected by the CustomerDistributor fails to comply with Clause 2.3, the point of delivery shall be when Distributor acknowledges and agrees that the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer Supplier: shall not be obliged to accept deliver the Products in accordance with the delivery by instalments. If, however, timetable in the Customer does specify or agree relevant Purchase Order; shall be entitled to delivery by instalments, suspend the delivery of any instalment later than the date specified or agreed for Products until the Distributor pays all amounts due to the Supplier as a result of its breach of Clause 2.3; may in its sole discretion rescind the relevant Purchase Order and cancel the delivery shall, without prejudice to any other rights or remedies of the CustomerProducts; may in its sole discretion deliver the Products ordered pursuant to the Purchase Order directly to a Customer or to another distributor in the Territory; and shall not be liable for any failure by the Distributor to meet a Minimum Amount, Quarterly Target and/or Yearly Forecast, that results from one or more actions taken by the Supplier under this Clause 1.4. Delivery of the Products shall be deemed completed when the Products arrive at the Delivery Point, or such other location as agreed by the Supplier pursuant to a request from the Distributor. Delays in the delivery of Products shall not entitle the Customer Distributor to, on account of such delay: refuse to terminate the whole of any unfulfilled part take delivery of the Contract without further liability to Products; claim any Losses from the CustomerSupplier; or [●]. All packaging materials used for the Products by the Supplier, shall remain the Supplier’s property and the Distributor shall make them available for collection at such times and at such places as the Supplier may reasonably request.

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. 5.1 Unless otherwise stated agreed in the Order Form, where the Goods are delivered writing by the ProviderCompany, the point of delivery shall be deemed to take place when the Goods are removed from made available by the transporting vehicle Company at the Premises. Where the Goods are collected Delivery Point, for collection by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible its carrier at the Company’s premises (“Delivery”). 5.2 Any and all dates and periods specified by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods Company for Delivery are manufactured to an agreed Specification/Standardestimates only and do not constitute fixed times for delivery. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery Delivery shall not be of the essence of the Contract and if shall not be made of the Provider fails essence by notice. The Company shall have no liability for any damages, losses, costs or expenses whatsoever or in connection with the failure by the Company to deliver the Goods within the time meet any delivery times specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the CustomerOrder. The Customer shall have no right to cancel an order for a failure of the Company to meet any delivery times. 5.3 The Company will endeavor to comply with any reasonable request by the Customer for postponement of Delivery but shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If do so and the Customer elects not is obliged to accept take Delivery at such over-delivered Goods it shall give notice date and time as specified by the Company. Where postponement is agreed by the Company in writing the Customer shall, if required, pay all costs and expenses including a reasonable charge for storage occasioned thereby and any costs incurred by the Company in relation to any insurance payments reasonably made by it. The Company reserves the Provider right to remove them within five (5) Working Days and to refund deliver the Goods to the Customer in partial shipments. Where the Goods are delivered in partial shipments, each Delivery shall constitute a separate contract and failure by the Company to deliver any expenses incurred one or more of the partial shipments in accordance with these Terms or any claim by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose in respect of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept one or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer more installments shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of treat the Contract without further liability to as a whole as repudiated. 5.4 The date for Delivery shall in every case be dependent upon prompt receipt of all necessary information, final instructions or approvals from the Customer. 5.5 If the Customer is ordering Goods for Delivery outside of the country of manufacture by the Company, such Goods may be subject to import duties and taxes which are levied when the Goods reach the specified destination. The Customer will be responsible for payment of such import duties and taxes. The Customer will comply with all laws and regulations of the country for which the Goods are destined and the Company will not be liable for any breach of those laws. 5.6 The Customer shall (and shall procure that its sub-contractors and agents shall): (a) Strictly follow all instructions and installation materials related to the Goods and not make any alteration, modification or addition to the Goods or packaging (and any alteration of the Goods, or use of non-approved parts, products or packaging with the Goods, shall be a material breach of these Terms and voids any warranties made by the Company for the Goods).

Delivery. The Provider 6.1 Delivery shall mean delivery of the Equipment to the Customer at the Service Address. 6.2 Non-delivery of the Equipment must be notified to OCF within four working days of the invoice date. Failure to do so shall preclude the Customer from any rights or remedies against OCF for such non-delivery. If OCF fails to deliver the Goods at Equipment for any reason other than any cause beyond OCF's reasonable control or the time(s) Customer's fault, and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by OCF is accordingly liable to the Customer, the point of delivery OCF's liability shall be when limited to the Goods are loaded excess (if any) of the cost to the Customer (in the cheapest available market) of similar goods to replace those not delivered over the Price of the Equipment. 6.3 The Customer (or the Person to whom the Equipment has been delivered by OCF on behalf of the Customer, if applicable) is required to acknowledge receipt of all Equipment by signing the delivery note supplied by OCF or its agents, at the time of delivery. The Customer (or its agent) is responsible for checking that the Equipment actually delivered corresponds with the Equipment specified on the delivery note. Signature of the delivery note by the Customer (or its agents, or the Person to whom the Equipment has been delivered by OCF on behalf of the Customer's vehicle. Except where otherwise provided ) shall be deemed to be conclusive proof that the Equipment was delivered in accordance with the delivery note, and the Customer shall be bound to pay the Price as if the Equipment had been delivered in accordance with the Contract, . 6.4 If the Customer shall fail to accept delivery shall include the unloading, stacking or installation of the Goods Equipment as and when proffered by the Staff or the Provider's suppliers or carriers at such place as OCF, then OCF shall be deemed to have tendered and the Customer to have refused delivery at that date. 6.5 If the Customer fails or duly authorised person shall reasonably direct. All deliveries refuses to take delivery of the Equipment on the due date or fails to give OCF adequate instructions for delivery at the time stated, then it shall be accompanied wherever possible liable to OCF for any loss or costs arising from such failure or refusal and for a reasonable charge by OCF for the care, custody, storage and insurance of the Equipment until actual delivery. OCF may also sell the Equipment at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to the Customer for the excess over the Price or charge the Customer for any shortfall below the Price. This provision shall be in addition to and not in substitution of any other payment or damages for which the Customer may become liable in respect of its failure to take delivery at the appropriate paperwork including time. 6.6 Whilst OCF shall use all reasonable endeavours to deliver the Equipment on the due date, those dates are approximate only and OCF shall not be liable for any certificates authorised by an Independent Testing House/Organisationdelay in despatch or delivery, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork or any loss or damage thereby arising, unless the Customer has stipulated in writing on the right to reject Order that the Goods in accordance with Clause 12.16Equipment must be delivered by a certain date, and the reason for the deadline. Time of delivery shall not be of the essence essence, and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged able to accept cancel the Contract, refuse delivery by instalmentsof the Equipment or withhold payment on account of any delay howsoever caused. 6.7 OCF’s agents shall be responsible for the unloading of the Equipment from the transport. If, howeverOnce the Equipment has been unloaded, the Customer does specify shall be responsible for moving the Equipment to the correct desired location within the Customer’s premises, and for installing the Equipment at that location, unless the Customer has contracted OCF (or agree one if its agents) to delivery undertake the installation in the Quotation or Order Acknowledgement. 6.8 OCF reserves the right to deliver the Equipment in instalments and each such instalment shall constitute a separate Contract. Failure by instalments, delivery of OCF to deliver any instalment later than the date specified one or agreed for its delivery shall, without prejudice to any other rights or remedies more of the Customer, instalments shall not entitle the Customer to terminate the whole of any unfulfilled part of treat the Contract without further liability to the Customeras a whole as repudiated.

Delivery. 10.1 Icecap Pty Ltd will nominate and coordinate a carrier on the Customers behalf unless otherwise instructed by the Customer. 10.2 The Provider shall deliver Customer will inform Icecap Pty Ltd of all necessary details so that Icecap Pty Ltd can affect the Goods at delivery of the time(s) and date(s) specified goods. 10.3 The Customer may nominate its own carrier, in which case it must coordinate the Order Form. delivery with Icecap Pty Ltd. 10.4 Unless otherwise stated agreed in writing, the Order FormCustomer will be responsible for all costs associated with delivery, where the Goods are delivered by the Providerincluding any special packaging or required crating, freight, insurance and other charges arising from the point of delivery shall be when despatch of the Goods are removed from goods to the transporting vehicle at Customer to the Premises. Where point of delivery. 10.5 The Customer must provide reasonable and proper access to the Goods are collected location specified for delivery. 10.6 Any extra carrier charges due to difficult access, wrong or misleading instructions provided by the Customer, frustrated delivery, or the point requirement for extra personnel, will be charged to Customer at cost plus a 10% service fee plus GST charged by Icecap Pty Ltd. 10.7 The obligation of delivery Icecap Pty Ltd to deliver goods shall be when satisfied by the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation by Icecap Pty Ltd of the Goods quantity of goods ordered or if delivery is by instalments, by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if quantity of goods to be delivered in each instalment (+/- 10%). The Customer shall only be required to pay for the Provider fails actual quantity of the goods delivered by Icecap Pty Ltd. 10.8 If Icecap Pty Ltd does not receive forwarding instructions sufficient to deliver enable it to despatch the Goods goods within 14 days of notification that the time specified in the Order Formgoods are ready, the Customer may release itself from any obligation shall be deemed to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies have taken delivery of the Customergoods from such date. The Customer shall be under no obligation liable for storage charges payable monthly on demand. 10.9 Where it is necessary for Icecap Pty Ltd to accept or pay for any Goods delivered deliver the goods in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five other than a fully assembled condition (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall facts will be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contraryquotation), the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery cost and responsibility of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability assembly and installation will fall to the Customer. 10.10 The Customer must advise Icecap Pty Ltd in writing within 7 days of receipt regarding our Goods and Services provided with: (a) of the non arrival of any or all of the goods and services; (b) if there is damage to the goods; (c) that the wrong goods have been received; (d) that the quantity of the goods is incorrect; or (e) the goods and services do not meet specifications.

Delivery. The Provider shall deliver All delivery times quoted are estimates only. If the Goods at Buyer and/or Buying Company accepts delivery of goods after the time(s) and date(s) specified estimated delivery time, it will be on the basis that the Buyer and/or Buying Company has no claim against us for delay (including indirect or consequential loss, or increase in the Order Formselling price). Unless otherwise stated in The Buyer and/or Buying Company may not cancel the Order Form, where contract if they provide notice after ▇▇▇▇▇ ▇▇▇▇▇▇▇ has placed a purchase order for the Goods are delivered raw materials. Subject to Article 8. Delivery costs shall be borne by the Provider, the point of delivery Buyer and/or Buying Company and shall be when invoiced by ▇▇▇▇▇ ▇▇▇▇▇▇▇, unless the Goods are removed from Buyer and/or Buying Company specifies the transporting vehicle at use of their own carrier. The goods shall be delivered to the Premisesaddress indicated by the Buyer and/or Buying Company on the purchase order. Where the Goods Buyer and/or Buying Company does not provide a delivery address with the purchase order, it is the responsibility of the Buyer and/or Buying Company to provide an address before the goods are collected available to be shipped. The goods shall be shipped at the Buyer and/or Buying Company's risk, even in the case of prepaid shipping. In case of loss or delay during transport all claims shall fall to the Buyer and/or Buying Company, who shall exercise its rights against the carrier within the applicable time limits according to the mode of transport. No delay shall incur our liability and give rise to any claim for damages whatsoever, nor result in the cancellation of the order by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicleBuyer and/or Buying Company. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation The entrusting of the Goods by goods to a carrier or forwarding agent of ▇▇▇▇▇ ▇▇▇▇▇▇▇'▇ choice shall not result in any dispensation of the Staff or provisions above. The Buyer and/or Buying Company must inspect the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standardgoods on delivery. If deliveries any goods are made with incomplete paperwork damaged or not delivered the Customer has the right Buyer and/or Buying Company must write to reject the Goods in accordance with Clause 12.16. Time ▇▇▇▇▇ ▇▇▇▇▇▇▇ within five days of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customerdelivery. The Customer shall be under no obligation Buyer and/or Buying Company must give ▇▇▇▇▇ ▇▇▇▇▇▇▇ and any carrier a fair chance to accept or pay for any Goods delivered in excess of inspect the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerdamaged goods.

Delivery. The Provider Delivery of goods under the Order must be made in the quantities and on the dates specified by Buyer, and any failure of Seller to provide the same shall deliver be a material breach of this Contract. Partial shipments shall be allowed only if expressly indicated in the Goods Order. Unless otherwise specified in the Order, delivery is Delivered Duty Paid, as defined in Incoterms 2010 (meaning that (i) Seller delivers the goods when the goods are placed at the time(sdisposal of Buyer, cleared for import on the means of transport ready for unloading at the named place of destination and (ii) Seller bears all costs and risks involved in bringing the goods to the place of destination and has an obligation to clear the goods not only for export but also for import, to pay any duty for both export and import and to carry out all customs formalities), Buyer’s location or such other destination as may be specified in the Order. Seller acknowledges that Buyer’s production and marketing schedules are based in part upon the delivery/completion date(s) specified in the Order FormOrder. Unless otherwise stated Time and place of delivery are, therefore, of the essence with respect to ▇▇▇▇▇▇’s performance under the Order. Any provision in the Order Form, where the Goods are delivered or subsequent agreement by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation Buyer for installment deliveries of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time items specified in the Order Formshall not be construed as a waiver of this requirement or as severing Seller’s obligations for full, on-time delivery of all items specified in the Customer Order. If Seller reasonably determines in good faith that it either cannot or may release itself from not complete delivery or performance at the specified time and place or in the specified manner, Seller shall promptly notify Buyer in writing and indicate the earliest possible date that it reasonably can complete conforming delivery and performance using Seller’s best efforts. Notwithstanding such notice, and notwithstanding that Seller’s failure to effect conforming delivery or performance may be or is the result of Force Majeure (as defined in Section 10 hereof), Seller’s failure to effect conforming delivery of goods or performance of services shall entitle Buyer, by written notice to Seller, to cancel the current delivery. For this purpose, Buyer shall be granted a contractual right of withdrawal. Buyer subsequently shall be entitled, at Buyer’s sole option and without any obligation liability to accept and pay for Buyer hereunder, to the Goods and/or terminate the Contractextent permitted by applicable law, to do or cause to be done, in either case without prejudice addition to any other rights and remedies available to Buyer under this Contract or under applicable law, one or more of the Customer. The Customer shall be under no obligation following: revoke any prior acceptance of a partial delivery or performance by Seller, to accept return at Seller’s risk and expense all or pay any part of items delivered in partial satisfaction of the Order, to cancel the Order, to receive a refund of any amounts paid to Seller pursuant to the Order for any Goods delivered items returned to Seller, to purchase substitute goods or services elsewhere and charge Seller with any loss or additional costs incurred in excess of the quantity ordered. If the Customer elects not connection with such purchases and, in case Seller’s failure to accept such over-delivered Goods it shall give notice perform is in writing to the Provider to remove them within effect for less than [five (5) Working Days and days], to refund require Seller to promptly correct all defects in delivery or performance and/or otherwise to provide to Buyer conforming goods or services. If in order to comply with ▇▇▇▇▇’s required delivery date it becomes necessary for Seller to ship the Customer items by a more expensive mode of transportation than specified in the Order, any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer increased transportation cost resulting therefrom shall be under paid for by Seller unless the necessity for such rerouting or expedited handling has been requested in writing by ▇▇▇▇▇. Overshipments may be returned by Buyer at Seller’s risk and expense, or retained by Buyer at no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated increase in price. Unless specifically indicated in the Order Form. Unless expressly agreed to the contraryOrder, the Customer shall not payment may be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies made after acceptance of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customergoods or services.

Delivery. The Provider Supplier shall deliver provide the Goods Vehicles and/or Services at the time(s) and date(s) specified in the Order Form. Unless Delivery Place or as otherwise stated in the Order Form, where the Goods are delivered reasonably directed by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has Representative. The Supplier shall, at the right Supplier's cost, deliver the Vehicles to reject the Goods Customer in accordance with Clause 12.16a roadworthy and clean condition on the Due Delivery Date. Time of Early delivery shall only be of permitted with the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies prior agreement of the Customer. Upon delivery, the mileage of each Vehicle must not exceed ninety-nine (99) miles unless, due to the nature of the Vehicle, it is impractical to do so in which event the Supplier shall minimise the delivery mileage and the Supplier shall ensure that any delivery mileage is deducted for the purposes of calculating any excess or under mileage. Upon delivery each Vehicle must contain not less than a quarter a tank of fuel. Any defects to a Vehicle notified to the Supplier by the Customer must be rectified within fourteen (14) days at no cost to the Customer. A Vehicle shall only be deemed to be delivered once a duly authorised representative of the Customer signs a delivery note (which shall quote the Supplier's order number and full details of the Vehicle) to confirm Delivery of the Vehicle but any such signature shall not be evidence that the Vehicle complies with the requirements of the Contract. If, for any reason, the Customer is unable to take Delivery of a Vehicle on or after the Delivery Due Date the Supplier shall, at its own expense, store or arrange for the storage of the Vehicle for a reasonable time and shall safeguard the Vehicle until actual Delivery. The Supplier shall ensure (at its own cost) that each Vehicle is delivered in a new and unused condition unless the Customer requests otherwise. The Customer may at its sole discretion reject a Vehicle which is not in the condition requested and/or in respect of which the Delivery note does not include the required information. In the event that a Vehicle and/or Services are not provided by the agreed time or specified date then the Customer shall be under no obligation entitled to accept or pay for any Goods delivered in excess withhold payment of the quantity orderedContract Price for such Vehicle and/or Services until such time as they are so provided. If the Supplier becomes aware that a Vehicle cannot be delivered by the agreed Due Delivery Date or if a Vehicle is not actually delivered by its Due Delivery Date, the Supplier shall inform the Customer elects not to accept of the revised delivery date. Where the Customer has indicated on the Vehicle Agreement that the timing of delivery is critical, the Supplier shall provide an alternative vehicle of the same model or one with equivalent specification by the Due Delivery Date until such over-delivered Goods it time as the Vehicle is delivered. If no alternative vehicle can be supplied by the Supplier by the Due Delivery Date, the Supplier shall give notice in writing to the Provider to remove them within five (5) Working Days meet and to promptly refund to the Customer all and any expenses additional costs incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose for provision of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies a vehicle of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customersame model or one with equivalent specification.

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. 4.1 Unless otherwise stated agreed in writing completion and Delivery Dates are not guaranteed, are a guide only and whilst the Order FormCompany will make every effort to adhere to proposed timescales, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking time for Delivery or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be performance is not of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of Contract with the Customer. . 4.2 The Customer Company shall be under no obligation to accept or pay liability whatsoever for any Goods delivered delay in excess performance of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice any order by reason or in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer consequence of a Force Majeure Event, or any expenses incurred by it as a result other delay outside of such over-delivery (its control including but not limited to labour and civil commotion, natural catastrophe, government restrictions, shortage or lack of instructions. 4.3 Unless otherwise agreed in writing by the costs Company, Delivery of moving Goods is taken at the Company's place of business within 14 days of notification to the Customer that the Goods are ready for Delivery and storing risk in Goods passes to the Goods), failing Customer at the time of Delivery at the latest. Any packaging which the Company agrees to provide may be charged to the Customer. 4.4 If the Goods are in the possession of the Company on the date the order acknowledgement is issued, the Customer shall take Delivery of the Goods within 14 days of the Company giving it notice that the Goods are ready for Delivery, unless agreed otherwise in writing. If the Goods are not in the possession of the Company on the date the order acknowledgement is issued then the Customer shall take Delivery of the Goods by a date for Delivery as agreed in writing between the parties. If the Customer has not collected the Goods or given instructions to the Company for Delivery or shipment of the Goods within 14 days of being notified that they are ready for Delivery the Company may dispose of such Goods and charge invoice the Provider Customer for the costs full amount of such disposalthe Price plus the cost of any packaging. The risk Delivery of the Services shall be accepted when tendered. 4.5 Should expedited Delivery be agreed, the Company shall be entitled to make an extra charge to cover any overtime or any other additional costs. 4.6 Unless otherwise agreed in any over-delivered Goods shall remain with the Provider unless they are accepted writing by the Customer. The Customer Company, the Company shall not be under no obligation obliged to accept give possession of the Goods or pay for any Goods supplied earlier than to provide the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, Services (and the Customer shall not be obliged entitled to accept delivery receive them) unless and until payment in full in cleared funds of the Price has been received by instalments. Ifthe Company. 4.7 Subject to the other provisions of these conditions the Company shall not be liable for any direct, howeverindirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by any delay in the Customer does specify or agree to delivery by instalments, delivery of the Goods (even if caused by the Company's negligence), nor shall any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, delay entitle the Customer to terminate or rescind the whole of any unfulfilled part Contract unless such delay exceeds 180 days. 4.8 Should Delivery of the Contract without further liability to Goods and/or Services be suspended or delayed by the Customer.Customer for any reason: including loss of or wastage of resources that cannot otherwise be used; and

Delivery. The Provider 9.1 Subject to receipt of all amounts payable by the Buyer (whether under the Agreement or otherwise) due before delivery, the Seller shall deliver the Goods at Product, and the time(s) and date(s) specified Buyer shall take delivery of the Product, in accordance with the Order Form. Unless and otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point accordance with this clause 9. 9.2 The method of delivery shall be when as specified in the Goods are removed from the transporting vehicle at the PremisesOrder. Where the Goods are collected by the CustomerOrder does not stipulate a delivery term, the point of delivery shall be when the Goods are loaded FCA Seller’s premises, Wilton International (Incoterms 2010). 9.3 Delivery shall take place on the Customer's vehicle. Except where otherwise provided earliest to occur of any of the following, as appropriate to the provisions of the Order: 9.3.1 the Seller giving to the Buyer, or any other person having apparent authority to receive the Product on behalf of the Buyer, custody of the Product, and in default of any such person being present at the relevant time, the Seller may effect delivery by leaving the Product at the delivery address identified in the Contract, delivery shall include Order; 9.3.2 the unloading, stacking or installation Seller agreeing in writing to hold the Product on behalf of the Goods Buyer or its nominee; or 9.3.3 the Seller giving any carrier engaged by the Staff Seller custody of the Product for the purposes of carriage to the Buyer. 9.4 It is a condition of the Agreement that the Buyer receives or arranges for the receipt of the Product when delivery is effected by the Seller and shall provide all necessary labour, materials and plant, prepare the site and procure all licences and other authorisations required for the Seller or the Provider's suppliers or carriers at such place carrier (as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured appropriate) to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods effect delivery in accordance with Clause 12.16. Time this clause 9. 9.5 If the Buyer fails to take delivery of delivery the Product, the Seller may store the Product at the risk and cost of the Buyer. 9.6 Where the Product is delivered in bags rather than in bulk, the Buyer shall unload the Product and shall provide all necessary equipment and labour to do so. 9.7 The Seller may discontinue deliveries on any Product, the manufacture, sale or use of which in its opinion would involve patent infringement. 9.8 The Buyer shall promptly unload, release and return to the Seller all returnable materials and transportation equipment so that no related expense or loss shall be of incurred by the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the CustomerSeller. The Customer Buyer shall be under no obligation assume all liability including demurrage with respect to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days returnable materials and to refund to the Customer any expenses incurred by it as a result of such over-delivery (equipment, including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerpackaging.

Delivery. The Provider shall deliver the Goods at the time(s(a) Delivery of and date(s) specified risk in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery Supplies shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16DDP Incoterms® 1910 to TRACKWISE’s Operating Address unless otherwise instructed on the face of the Order. Time Delivery of delivery the Supplies, unless otherwise stated on the Order, shall be of effected during the essence and if the Provider fails following times: Monday to deliver the Goods within the time specified Friday: 8.30 a.m. to 13.00 p.m.; or 13.45 p.m. to 17.00; Saturday morning by prior arrangement. (b) If, for whatever reason, delivery is not effected in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain accordance with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contraryOrder, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shallthen TRACKWISE may, without prejudice to any other rights right or remedies of the Customerremedy, entitle the Customer to wholly or partly terminate the whole of any unfulfilled part of the Contract Order without further incurring liability to the CustomerSupplier and may resource the Supplies from a third party of TRACKWISE's choosing and charge to Supplier any associated excess costs. Furthermore, TRACKWISE does not limit its right to claim liquidated damages in respect of late delivery or any other reason. In no way shall this Sub-Clause be restricted by the operation of Clauses 20 and 21 except insofar as TRACKWISE exercises its right to recover wasted administrative effort under said Clauses. (c) Legal and beneficial title in the Supplies shall pass to TRACKWISE on the earlier of delivery or payment for the Supplies. (d) In the event that TRACKWISE is unable to accept deliveries, for whatever reason, TRACKWISE shall have the right to suspend, wholly or in part, deliveries under the Order. (e) In respect of delivery, time shall be of the essence in every event. (f) Supplies shall be supplied under and displaying TRACKWISE’s Order number and, where applicable, item number. Attempts to deliver Supplies without such Order number shall entitle TRACKWISE to reject such Supplies and, at TRACKWISE’s sole option, cancel the Order in whole or in part. (g) Neither delivery, including the signing of a delivery note which purports acceptance, nor the passing of title shall constitute acceptance of the Supplies by TRACKWISE nor is it intended to alter the risks and responsibilities of TRACKWISE or the Supplier as determined by the Incoterms® 1910 rule used as envisaged by Sub-Clause 8(a) above or elsewhere within the Agreement.

Delivery. The Provider On each Closing Date, subject to the terms and conditions hereof, the Company shall deliver the Goods at the time(sto each Purchaser (i) and date(s) specified stock certificates, registered in the Order Form. Unless otherwise stated name of the Purchaser, representing the Shares to be purchased by the Purchaser from the Company, and (ii) warrant certificates, registered in the Order Formname of the Purchaser, where representing the Goods are delivered Warrants to be granted to the Purchaser by the ProviderCompany, each dated as of the point relevant Closing Date, against payment of delivery the purchase price therefor (the "Payment") by wire transfer or previously cleared check, unless other means of payment shall have been agreed upon by the Purchaser and the Company. The undersigned understands that payments by check as provided in this Paragraph 2.2 shall be when delivered to ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇▇ PC as the Goods are removed from escrow agent and, thereafter, such payment will be deposited as soon as practicable in an escrow account for the transporting vehicle at the Premisesundersigned's benefit. Where the Goods are collected by the Customer, the point of delivery The wire transfer shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contractmade to ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇▇ PC, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods escrow agent in accordance with Clause 12.16the wire transfer instructions attached as Exhibit A hereto. Time of delivery shall The Payment will be made on or prior to the relevant Closing Date. The Payment (or, in the case of the essence and if rejection of a portion of the Provider fails to deliver the Goods within the time specified in the Order Formundersigned's subscription, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract Payment relating to such rejected portion) will be returned promptly, without further liability interest or deduction, on the basis described in the Memorandum, if the undersigned's subscription is rejected in whole or in part. Any Payment made by the Purchaser prior to the CustomerInitial Closing and/or any subsequent Closing is based on an estimated price per share of Common Stock of $6.50. The Purchaser agrees to remit to the Company on the Initial Closing and/or any Interim Closing the balance of the Payment if the Offering Price is greater than $6.50 per share. The Company agrees to promptly remit to the Purchaser any excess Payment made by such Purchaser if the Offering Price is less than $6.50 per share. Each party hereto shall deliver or cause to be delivered at or prior to the Closing Date an executed copy of the Registration Rights Agreement between the Company and the Purchaser and the Company shall deliver to each Purchaser a fully-executed copy of the Agreement.

Delivery. The Provider Supplier shall ensure that: the Goods are properly packed, marked and secured in such manner as to enable them to reach their destination and be delivered to, and accepted by the ODEON Affiliate, in good and undamaged condition; and each delivery of the Goods is accompanied by a delivery note which states, as a minimum, the date and time of the Order to which the delivery relates, the applicable Order number (if any), the quantity of each type of those Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Goods are being delivered by instalments, the outstanding balance of Goods remaining to be delivered. The Supplier shall deliver the Goods at Goods: on the time(sDelivery Date(s) and date(sspecified in the Contract Particulars and/or the Territory Agreement; to the Location(s) specified in the Order Formor as otherwise instructed by the ODEON Affiliate before delivery; to the Location drop-off point (as advised by the ODEON Affiliate) and in accordance with any access guidelines issued by ODEON and/or the ODEON Affiliate to the Supplier from time to time; and during the ODEON Affiliate's normal hours of business on a Business Day, or as otherwise instructed by the ODEON Affiliate. Unless otherwise stated The Supplier shall provide all labour, resources, materials and/or equipment necessary for proper, safe, timely and efficient delivery of the Goods in accordance with the Order Formterms of this Agreement and/or Territory Agreement, where including to any Location and/or agreed drop-off point. Delivery of the Goods shall be completed on the unloading of all the Goods at the Location in accordance with the ODEON Affiliate’s reasonable directions and instructions. If the Supplier: delivers less than 95% of the quantity of Goods ordered, the ODEON Affiliate may reject the Goods; or delivers more than 105% of the quantity of Goods ordered, the ODEON Affiliate may at its discretion reject the Goods or the excess Goods and any rejected Goods shall be returnable at the Supplier's risk and expense. If the Supplier delivers more or less than the quantity of Goods ordered, and the ODEON Affiliate accepts the delivery, a pro rata adjustment shall be made to the invoice for the Goods. The Supplier shall not deliver the Goods in instalments without the ODEON Affiliate's prior written agreement. If it is agreed that Goods may be delivered by instalments, they shall be paid for by the ODEON Affiliate in separate corresponding instalments. If the Goods are delivered by the Providerincorrectly delivered, the point of delivery Supplier will be liable for any additional expense involved in handling and delivering them to their correct destination. The ODEON Affiliate shall not be when deemed to have accepted the Goods are removed from the transporting vehicle at the Premisesuntil it has had three (3) days to inspect them following delivery. Where the Goods are collected by the Customer, the point of delivery The ODEON Affiliate shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has also have the right to reject the Goods as though they have not been accepted for three (3) days after any latent defect in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and has become apparent. odeon’s remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects Supplier supplies Goods that do not to accept such over-delivered Goods it shall give notice in writing to comply with the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result requirements of such over-delivery this Agreement (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shallOrder) then, without prejudice to any limiting its other rights or remedies remedies, and whether or not it has accepted the Goods, the ODEON Affiliate may, at its sole discretion, exercise one or more of the Customerfollowing rights and remedies: reject such Goods (in whole or in part) and return them to the Supplier at the Supplier's sole risk and expense; require the Supplier, entitle at the Customer Supplier’s expense, to terminate repair or replace the whole of any unfulfilled part rejected Goods, or to provide a full refund of the Contract without further liability price of the rejected Goods (if paid); refuse to accept any subsequent delivery of the Customer.Goods in question which the Supplier attempts to make;

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.161. Time of delivery shall not be of the essence of any Contract. 1. The terms and if conditions for delivery set out in this clause 8 are only applicable for delivery within the Provider fails United Kingdom (save for clause 8.1 which shall apply in all Contracts). For delivery outside the UK the parties shall agree delivery terms and no Contract shall come into existence until such terms have been agreed. 2. Unless otherwise agreed delivery of the Goods shall take place at the Purchaser's place of business. 3. Where The Outdoors Company makes delivery of the Goods to the Purchaser's place of business or any other place as agreed in writing, all charges in relation to carriage, including, without limitation transport costs, insurance and unloading, will at The Outdoors Company's option, be borne by the Purchaser. 4. If for any reason the Purchaser does not accept delivery of any of the Goods when they are ready for delivery then the Goods will be deemed to have been delivered, risk passing to the Purchaser (including for loss or damage caused by The Outdoors Company’s negligence) and The Outdoors Company may: 1. store the Goods until actual delivery whereupon the Purchaser will be liable for all related costs and expenses (including without limitation storage and insurance); or 2. sell the Goods at the best price readily obtainable and (after deduction of all reasonable storage and selling expenses) charge the Purchaser for any shortfall below the Contract price. 5. The Outdoors Company reserves the right to deliver in instalments and any failure to deliver one instalment will not entitle the Goods within the time specified in the Order Form, the Customer may release itself from any obligation Purchaser to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. 6. The Customer quantity of any consignment of Goods as recorded by The Outdoors Company upon despatch from The Outdoors Company’s place of business shall be under no obligation to accept or pay for any Goods delivered in excess conclusive evidence of the quantity orderedreceived by the Purchaser on delivery unless the Purchaser can provide conclusive evidence proving the contrary. 7. If the Customer elects not to accept such over-delivered Claims for shortages or damaged Goods it shall give notice must be made in writing to the Provider to remove them The Outdoors Company within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result 3 days of such over-delivery (including but not limited to the costs receipt of moving and storing the Goods), failing which the Customer Purchaser shall be deemed to have accepted the Goods and The Outdoors Company shall have no further liability for shortages or damaged Goods, subject to clause 10. 8. Claims for non delivery must be made to The Outdoors Company within 10 days of date of despatch shown on invoice or any other date of despatch notified by The Outdoors Company to the Purchaser, failing which The Outdoors Company shall have no further liability to the Purchaser for non delivery.  Returns 1. Notwithstanding any other provision in the Contract, The Outdoors Company may dispose at its option (but shall not be obliged to) allow the Purchaser to return the Goods upon the following conditions: 1. that the relevant Goods are non-faulty; 2. that the relevant Goods are Goods that are ordinarily held in stock at one of The Outdoors Company’s locations; 3. that the relevant Goods have not been customised or altered to the Purchaser’s requirements, either by the Purchaser or by The Outdoors Company. 4. that the Purchaser notifies The Outdoors Company within 10 days of delivery of its desire to return the Goods; 5. that the Goods are returned to The Outdoors Company within 15 days of delivery; 6. that the Goods are undamaged, in the original packaging, with all trademarks or other labelling intact and fully suitable for re-sale; 7. the Purchaser agrees to pay The Outdoors Company 20% or £15 whichever is greater as a handling fee against the return of non-faulty standard Goods. 2. In the event that the Outdoors Company allows the Purchaser to return Goods pursuant to clause 9.1 then The Outdoors Company and the Purchaser shall agree whether the Goods shall be delivered by the Purchaser to The Outdoors Company or collected by The Outdoors Company from the Purchaser. 3. Notwithstanding any other provision in these Conditions or the Contract, The Outdoors Company may from time to time at its sole option accept the return of non standard, non faulty Goods upon separate rates, terms and conditions, to be agreed with the Purchaser in advance of any such return. Non standard Goods are Goods which are not ordinarily held in stock at one of The Outdoors Company’s locations.  Quality 1. If The Outdoors Company establishes to its reasonable satisfaction that there is a defect in the Goods or there is some other failure by The Outdoors Company in relation to the conformity of the Goods with the Contract, then The Outdoors Company shall, at its option, at its sole discretion and within a reasonable time: 1. replace such Goods with goods which are in all respects in accordance with the Contract; or 2. issue a credit note to the Purchaser in respect of the whole or part of the Contract price of such Goods as appropriate having taken back such Goods, subject, in every case, to the remaining provisions of this clause 10 provided that the liability of The Outdoors Company under this clause 10 shall in no event exceed the purchase price of such Goods and charge performance of any one of the Provider for the costs above options shall constitute an entire discharge of such disposalThe Outdoors Company’s liability under this warranty. 2. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer This clause 10 shall not be obliged to accept delivery by instalmentsapply unless the Purchaser: 1. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies notifies The Outdoors Company of the Customer, entitle the Customer to terminate the whole of any unfulfilled part alleged defect within 3 days of the Contract without further liability time when the Purchaser discovers or ought to have discovered the Customer.defect;

Delivery. The Provider Supplier shall ensure that: the Goods are properly packed and secured in such manner as to enable them to reach their destination in good condition; each delivery of Goods is accompanied by a delivery note which shows the order number, the type and quantity of Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the relevant Order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered; and if the Supplier requires Plus Dane to return any packaging material to the Supplier, that fact is clearly stated on the delivery note. Any such packaging material shall be returned to the Supplier at the cost of the Supplier. The Supplier shall deliver the Goods specified in each Order: on or before its relevant Delivery Date, provided that if the Supplier intends to deliver before the Delivery Date, it has sought Plus ▇▇▇▇'s prior written consent to do so; at the time(s) Delivery Location; and date(s) specified in during Plus ▇▇▇▇'s normal business hours, or as instructed by Plus ▇▇▇▇. Delivery of Goods is completed on the Order Formcompletion of unloading of those Goods at the Delivery Location. Unless otherwise stated in If the Order FormSupplier delivers more or less than the quantity of Goods ordered, where and Plus Dane accepts the Goods are delivered by the Providerdelivery, the point of delivery a pro rata adjustment shall be when made to the Goods are removed from invoice for the transporting vehicle at Goods. If the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation Supplier: delivers less than 95% of the quantity of Goods by ordered, Plus Dane may reject the Staff Goods; or delivers more than 100% of the Provider's suppliers or carriers quantity of Goods ordered, Plus Dane may at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to its discretion reject the Goods in accordance with Clause 12.16or the excess Goods. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for If Plus ▇▇▇▇ rejects any Goods delivered in excess of they are returnable at the quantity orderedSupplier's risk and expense. If the Customer elects not Supplier fails to accept such over-delivered collect rejected Goods it shall give notice in writing within a reasonable period after notification of the rejection, Plus Dane may charge the Supplier storage costs and sell or dispose of the rejected Goods. Plus ▇▇▇▇ will account to the Provider to remove them within five Supplier for the proceeds of sale (5if any) Working Days and to refund to after deducting the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing purchase price paid for the Goods), failing which storage costs and its reasonable costs and expenses in connection with the Customer may dispose of such Goods and charge the Provider for the costs of such disposalsale. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer Supplier shall not deliver Orders in instalments without Plus Dane's prior written consent. Where it is agreed that Orders may be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery delivered by instalments, delivery of such instalments shall be invoiced separately. However, failure by the Supplier to deliver any one instalment later than the date specified on time or agreed for its delivery shallat all, without prejudice to or any other rights or remedies of the Customerdefect in an instalment, shall entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability Plus Dane to the Customerremedies set out in clause 5.

Delivery. 17.1 The Provider shall Company is authorised to deliver the Goods to the Consignee or its agent at the time(s) address nominated to the Company for that purpose and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point without prejudice to any other method of delivery delivery. 17.2 The Company shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured deemed to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject have delivered the Goods in accordance with Clause 12.16. Time this Agreement if at that address the Company obtains a receipt, signed delivery docket for the Goods or signature on its consignment note from any person at that address. 17.3 If the nominated place of delivery is unattended or if delivery cannot otherwise be effected by the Company, the Company may, at its option, deposit the Goods at that place (which will be conclusively presumed to be due delivery under these Terms), store the Goods or redeliver the Goods to the Customer at the Customer’s expense. 17.4 If the Goods are stored by the Company pursuant to clause 21: (a) the Customer will pay or indemnify the Company for all costs and expenses incurred with respect to such Storage; and (b) the Company may, at any time, deliver the Goods to the Customer at the Customer’s expense. 17.5 The Company may deliver the Goods by separate instalments (in accordance with the agreed delivery schedule). Each separate instalment shall be invoiced and paid for in accordance with the provisions in this Agreement. 17.6 Delivery of the essence Goods to a third party nominated by the Customer is deemed to be delivery for the purposes of this Agreement. 17.7 It is the Customer’s sole responsibility to address adequately each consignment and if to provide written delivery instructions to enable effective delivery. 17.8 Any time specified by the Provider fails Company for the delivery of Goods is an estimate only and the Company will not be liable for any loss or damage incurred by the Customer as a result of delivery being late. However, both parties agree that they shall make every endeavour to enable the Goods to be delivered at the time and place as was arranged between both parties. In the event that the Company is unable to deliver the Goods within the time specified in the Order Form, as agreed solely due to any action or inaction of the Customer may release itself from then the Company shall be entitled to charge the Customer any obligation to accept and pay for additional costs incurred by the Goods and/or terminate the Contract, in either case without prejudice to Company as a direct consequence of any other rights and remedies resultant delay or rescheduling of the Customer. The Customer shall be under no obligation to accept or pay for any delivery. 17.9 Any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated designated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not may be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of returned at the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer’s expense.

Delivery. The Provider Delivery of the Goods shall deliver be made: to the Customers address; at the Sellers sole discretion, to any address specified by the Customer; or by the Customer collecting Goods at the time(sSeller's premises at the agreed time, Seller must be informed of any delays immediately. The Customer acknowledges that it may be required by the Seller to provide proof address and identification (in the form of photo identification) prior to delivery being made. Any time specified by the Seller for delivery of the Goods are intended to be an estimate shall not be made of the essence by notice If for any reason the Customer fails to accept delivery of any of the Goods when they are ready for delivery, or the Seller is unable to deliver the Products on time because the Customer has not provided appropriate instructions, such as address or contact details or there is no one at the property to accept delivery order will be cancelled and date(s) specified Goods will go for resale. If the Seller is requested to re-deliver the Products following a failed delivery in accordance with the above, the Seller reserves the right to make an additional charge for such re-delivery. The Goods will become the responsibility of the Customer from the time of full payment and delivery; they will be held at Customer own risk and Seller will not be liable for their loss or destruction. We will not deliver to a PO Box address. Seller also reserves the right not to deliver Goods if ▇▇▇▇▇▇ believes the address is not secure, for example a communal postal address. We shall have no liability to the Customer for any failure to deliver Goods the Customer have ordered or any delay in doing so or for any damage or defect to Goods delivered that is caused by any event or circumstance beyond our reasonable control including, without limitation, strikes, lock-outs, terrorism and other industrial disputes, breakdown of systems or network access, flood, fire, explosion or accident. The Seller offers free delivery to Dundee, Edinburgh and Glasgow at the specific days and times only and can be changed by the Seller at any time without a notice. Delivery outside those days and times will be agreed and negotiated with the Seller prior to despatch. For any other address a charge will incur which will be negotiated with the Seller prior to despatch. Access to the destination room: Delivery of large or irregularly shaped furniture can be difficult in some homes. It is Customer responsibility to ensure easy access to the room of Customer's choice. Before placing an order, please measure carefully to ensure that furniture will fit into the room it’s intended for and that it will also fit through any passages, access gates, stairwells, landings and internal doors. Prior to the delivery, please ensure the route is clear and free from obstructions such as pictures and ornaments. Should Customer have any concerns over access, and then please contact the Seller for further instructions. All orders placed by the Customer are subject to final acceptance by the Seller. The Seller reserves the right not to accept any Order request if: The Seller has sufficient stock of the goods offered by the Customer; The Seller does not collect from the Customer area; One or more of the Goods was incorrectly described on the Order Form; Or for any other reason the Seller think this order is not acceptable. Unless otherwise stated The Seller reserve the rights to amend collection Order terms at any time without the prior notice Collection of the Goods shall be made: from the Customers address; at the Sellers sole discretion, from any address specified by the Customer; or by the Customer dropping off Goods at the Seller's premises at the agreed time, Seller must be informed of any delays immediately. The Customer acknowledges that it may be required by the Seller to provide proof address and identification (in the Order Form, where form of photo identification) prior to collection being made. Any time specified by the Seller for collection of the Goods are delivered intended to be an estimate shall not be made of the essence by notice The Goods will become the Provider, responsibility of the point of delivery shall be when the Goods are removed Seller from the transporting vehicle time of collection. The Seller shall have no liability to the Customer for any failure to collect Goods from The Customer or any delay in doing so caused by any event or circumstance beyond our reasonable control including, without limitation, strikes, lock-outs, terrorism and other industrial disputes, breakdown of systems or network access, flood, fire, explosion or accident. The Seller reserves the rights to cancel collection order at any time. Notification regarding non-delivery of the whole or part of the goods must be made within THREE days of receipt of goods. All goods are inspected at time of dispatch/delivery. The Seller will not be held accountable for any damage caused after delivery. The Seller always tries to describe Goods condition as accurately as possible, but in the unlikely event that the goods are found to be either damaged or defective in any way at the Premises. Where the Goods are collected by the Customertime of delivery, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has you have the right to reject the Goods in accordance with Clause 12.16following options: Reject the goods Contact the Seller immediately to inform and discuss possible options. Time In order to assess the best course of delivery shall be action to rectify a problem, The Seller might ask you to email an image(s) of the essence and if the Provider fails issue. If you have a complaint or a particular remark to deliver the Goods within the time specified in the Order Formmake please do not hesitate to contact us immediately by telephone or email, the Customer may release itself from any obligation to accept details of which are contained under the “Contact” page Any complaint will be dealt with fairly, effectively and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customerconfidentially. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it statutory rights as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they consumer are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerunaffected.

Delivery. 4.1 None of the (delivery) periods stated or agreed by ▇▇▇▇▇▇▇ are fatal deadlines. ▇▇▇▇▇▇▇ will make a proper effort to honor the (delivery) periods as much as reasonably possible. If delivery does not take place on, or within the applicable delivery period, Rentman shall endeavor to inform the Customer accordingly in writing. 4.2 The Provider mere fact that a (delivery) period or (delivery) date, final or otherwise, specified by ▇▇▇▇▇▇▇ or agreed between the Parties has been exceeded, shall not mean that Rentman is in default. Rentman shall not be in default until such time as the Customer has given proper written notice of default, granting Rentman a reasonable period of time to remedy the default. 4.3 If certain Goods are not in stock, or permanently out of stock, ▇▇▇▇▇▇▇ will have the right to deliver the Goods in parts or, at ▇▇▇▇▇▇▇’s reasonable discretion, to deliver similar Goods in terms of quality and price. 4.4 Unless agreed otherwise in writing, transport shall take place at the time(s) cost and date(s) specified risk of the Customer and the Customer shall be responsible for reporting to Rentman any missing or damaged Goods upon receipt and to file the proper notification for claim with the carrier, unless ▇▇▇▇▇▇▇ has notified the Customer it shall file such claim. 4.5 Without prejudice to the previous clause, in any case, the Order Form. Unless otherwise stated in the Order Formrisk of loss, where theft or damage of the Goods are delivered by shall pass to the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle Customer no later than at the Premisestime at which the Customer or an auxiliary person of the Customer comes into possession thereof. 4.6 If the Customer fails to indicate that the delivered Goods do not (according to the Customer) comply with the Agreement by written notice to Rentman within a period of seven (7) days after delivery, or if the Customer takes the delivered Goods into operational use, in full or in part, then the delivered Goods will be deemed to comply with the Agreement. Where Any notice shall include a detailed description of the issue at hand, to enable ▇▇▇▇▇▇▇ to react adequately. The Customer shall provide ▇▇▇▇▇▇▇ with the opportunity to investigate any of Customer’s claims. 4.7 Goods are collected delivered can be returned only with ▇▇▇▇▇▇▇’s prior written consent, under reasonable conditions to be set by ▇▇▇▇▇▇▇. All costs related to return shipment will be borne by the Customer, unless the point of Parties have agreed otherwise in writing. 4.8 If the Customer refuses to accept delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by or fails to provide the Staff information or instructions required for the Provider's suppliers or carriers at such place delivery as agreed, the Customer or duly authorised person shall reasonably direct. All deliveries Goods shall be accompanied wherever possible by stored at the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence cost and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies risk of the Customer. The Customer . 4.9 ▇▇▇▇▇▇▇ shall be under no obligation allowed to accept or pay for any Goods delivered engage third parties in excess the execution of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerAgreement.

Delivery. 5.1 The Provider Supplier shall deliver ensure that each delivery of Goods is accompanied by a delivery note which shows the order number, the type and quantity of Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the relevant Order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered. 5.2 Delivery of the Goods shall take place at the time(s) and date(s) specified in Supplier’s premises where the Order FormGoods shall be made available for collection. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Formagreed, the Customer may release itself from shall arrange for any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies onward transport of the Customer. The Goods. 5.3 Acceptance of any change to the delivery location requested by the Customer shall be under no obligation to accept or pay at the Supplier’s sole discretion and the Customer shall be liable for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses additional Expenses incurred by it the Supplier as a result of such over-delivery (including but not limited change. The Supplier shall arrange for suitable transport to the costs delivery location. 5.4 The Supplier shall endeavour to deliver Goods to the delivery location on the relevant Delivery Date. 5.5 Unless otherwise agreed, delivery is completed once the Goods have been delivered to the carrier appointed to transport the Goods from the Supplier’s premises. 5.6 Delivery Dates are approximate only, and the time of moving and storing delivery is not of the essence. The Supplier shall not be liable for any delay in delivery of any Goods that is caused by: 5.6.1 a Force Majeure Event; or 5.6.2 the Customer's failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods), failing ; or 5.6.3 failure to make payment in accordance with agreed payment terms as defined in clause 9.7. 5.7 If ten (10) Business Days after the day on which the Supplier made the Goods available for collection, the Customer has not taken delivery those Goods, the Supplier may resell or otherwise dispose of such part or all of the Goods and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Goods, or charge the Provider Customer for any shortfall below the costs price of such disposal. the Goods. 5.8 The risk in any over-delivered Goods shall remain with the Provider unless they are accepted Supplier may deliver Orders by the Customerinstalments, which may be invoiced and paid for separately. The Customer shall be under no obligation to accept may not cancel an instalment because of any delay in delivery or pay defect in another instalment. 5.9 The Customer is responsible for any Goods supplied earlier than the date for delivery stated obtaining, at its own cost, such import licences and other consents in the Order Form. Unless expressly agreed relation to the contraryGoods as are required from time to time and, if required by the Supplier, the Customer shall not be obliged make those licences and consents available to accept delivery the Supplier prior to the Goods being collected by instalments. If, however, the Customer does specify or agree relevant carrier. 5.10 The Customer shall only be permitted to delivery by instalments, delivery of any instalment later than resell the date specified or agreed for its delivery shall, without prejudice Goods to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerthird parties in [TERRITORIES] on a non-exclusive basis.

Delivery. The Provider shall deliver the Goods at the time(s(1) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails Although IMO will use commercially reasonable efforts to deliver the Goods within the any delivery time specified in the Order FormContract, any time set forth in a Contract is an estimate and not a binding obligation of IMO under the Contract. (2) Any such time specified shall be extended by any period or periods during which the manufacture or delivery of the Goods or other work by IMO in connection with the Contract is delayed or prevented due to fire, flood, explosion, strike, war, insurrection, embargo, governmental actions or requirements, military authority, act of God, shortages in the marketplace or any other event beyond the reasonable control of IMO. (3) If any such delivery time is so extended by more than 90 days then the Buyer shall be entitled to give written notice to IMO requiring the Goods to be delivered within 30 days of the date of such notice failing which the Buyer shall have the right to give further written notice to terminate the Contract. (4) IMO shall be entitled to deliver the Goods by instalments or partial deliveries. (5) Unless otherwise stated delivery of Goods will be ex-works (EXW), but IMO will cooperate with Buyer to arrange a carrier if desired and all carriage will be charged to Buyer for direct payment by the Buyer. (6) The delivery by IMO of a greater or lesser quantity of the Goods than the quantity provided for in the Contract, the Customer may release itself from delivery of other goods not provided for in the Contract, or the delivery of Goods only some of which are defective, shall not entitle the Buyer to reject all of the Goods delivered. In order that IMO can comply with its carrier’s conditions, a claim in respect of error in quantity or type of Goods or in respect of the condition of the Goods delivered must be made in writing to IMO and the carrier notified within 3 days of receipt. Failure to make such claim shall constitute unqualified acceptance of the Goods and waiver by the Buyer of all claims relating to error in quantity or type of Goods delivered or relating to the condition of Goods delivered. Similarly, if any obligation Goods invoiced by IMO are not delivered, the Buyer must notify IMO within 25 days or the carrier and IMO within 28 days of the date of invoice, failing which the Buyer will be liable to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerfull.

Delivery. The Provider shall 9.1 Any Delivery Times quoted by OA for the Delivery of Goods are estimates only. OA will use reasonable endeavours to deliver the Goods to the Delivery Address on or before the Delivery Time specified in the Order. OA shall not be liable for any Claim or Loss by the Customer or any third party for a delay, inability or failure to effect a Delivery by the Delivery Time or at all. Any delay, inability or a failure by OA to effect a Delivery shall not entitle the Customer to treat this Agreement as repudiated by OA. 9.2 OA may notify the Customer of a new Delivery Time in the circumstances. 9.3 OA reserves the right to cancel an Order Confirmation at any time before or following the Delivery Time. OA shall not be liable for any Claim or Loss whatsoever arising from such cancellation. Provided the Customer is not at fault for the cancellation, OA will refund any deposit or monies paid by the Customer in relation to any invoice/s issued by OA in respect of the Order. 9.4 Any term relating to the quantity of Goods is not a fundamental term (or the essence) of this Agreement. OA reserves the right to make partial deliveries against an Order and to invoice each partial Delivery separately and the Customer cannot reject Goods on the basis of a partial Delivery. 9.5 Where Goods remain in the possession of OA after the Delivery Time (including where the Customer fails for whatever reason to take Delivery of the Goods), OA is entitled to charge the Customer for all Claims or Losses occasioned by the Customer in not accepting Delivery, together with any Claims or Losses in respect of the carriage, care and custody of the Goods. 9.6 Unless otherwise agreed in writing by OA, all Goods will be delivered to the Delivery Address. The Customer must ensure that it or its employees or agents are in attendance at the time(s) Delivery Address at the agreed time or agreed period to accept Delivery of the Goods and date(s) to acknowledge receipt upon the consignment note or invoice accompanying the Goods. The Customer warrants that the person who signs the delivery notice is authorised to receive the Goods on their behalf. 9.7 A quantity, description, date and place of Delivery, as indicated on OAs invoice or despatch note, shall be referenced as evidence of quantity, description, date and place of Delivery of the Goods. 9.8 If the Customer fails to take Delivery of the Goods on the specified date, and the Order is returned to OA, a second delivery charge may be imposed. 9.9 OA may arrange for the storage and carriage of Goods by couriers, contractors or sub-contractors. Notwithstanding any specific instructions given by the Customer as to the mode of carriage of Goods, and in the exercise of its absolute discretion, OA may have Goods carried or forwarded by any method which it deems fit. 9.10 Unless otherwise agreed in writing by OA, the cost of freight of Goods from the OA warehouse shall be paid for by the Customer. 9.11 Unless otherwise specified in a Quote, Goods shall be packed in OA standard packing. The cost of any special packing and packing materials required by the Customer shall be at the Customer’s expense. 9.12 A fixed $15.00 surcharge will be payable on the shipment of any dangerous Goods within an Order or such other surcharge amount as OA may in its absolute discretion determine is applicable to the Order as specified in the Order Form. Unless otherwise stated in Confirmation. 9.13 A fixed surcharge will be payable for any special and/or custom Orders which alters the Order Formoriginal products by slitting, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking cutting or installation any other alteration of the Goods by the Staff or the Provider's suppliers or carriers at such place product as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for Confirmation. 9.14 Once the Goods and/or terminate are altered, no returns or cancellations will be accepted unless the ContractGoods are deemed to be defective. 9.15 Where Orders are freighted on a pallet provided by OA, in either case without prejudice OA may apply a fixed pallet charge to any other rights and remedies this order based on the size of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it pallet required as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated specified in the Order FormConfirmation. Unless expressly agreed Due to the contrarydimensions and weight of pallet orders, the Customer shall not OA may be obliged required to accept delivery have Goods carried by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customermethod which it deems fit.

Delivery. 15.1 The Provider Supplier shall deliver the Goods and/or Services at the time(s) and date(s) specified in the Order Form. Form and within such lead times indicated in the Invitation to Tender. 15.2 Unless otherwise stated in the Order Form, where the Goods are delivered by the ProviderSupplier, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. . 15.3 Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the ProviderSupplier's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. . 15.4 Time of delivery shall be of the essence and if the Provider Supplier fails to deliver the Goods and/or Services within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or Services and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. . 15.5 The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider Supplier to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider Supplier for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider Supplier unless they are accepted by the Customer. The Customer in writing. 15.6 Unless otherwise agreed in writing by the Parties prior to delivery, the Customer shall be under no obligation to accept or pay for any Goods and/or Services supplied earlier than the date for delivery stated in the Order Form. . 15.7 Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. The Provider (a) Delivery shall deliver the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be take place when the Goods are removed unloaded at or delivered to the Buyer's premises or other delivery location agreed between the Company and the Buyer accepts that if the Buyer collects or arranges collection of the Goods from the transporting vehicle at the Premises. Where Company's premises, or nominates a carrier for the Goods are collected by the Customer, the point of delivery shall be take place when the Goods are loaded on to the Customercollection or carrier's vehicle. (b) Any time specified by the Company as a time for delivery of the Goods shall not be of the essence. Except where otherwise provided The Company will use its best endeavours to complete delivery on or before any delivery dates requested by the Buyer or estimated by the Company but will not be liable for any delay in delivery. (c) The quantity of the Contract, Goods delivered under the Contract shall be recorded by the Company upon despatch from the Company's factory or warehouse and the Company's record shall be accepted by the Buyer as conclusive evidence of the quantity delivered. (d) It is the Buyer's responsibility to notify the Company if the Goods have not been received by the Buyer within seven (7) days of the date of receipt of the Company's invoice therefore. If no notification is made the Buyer shall be deemed to have received the Goods. (e) Where this Agreement provides for delivery shall include the unloading, stacking or installation of the Goods by installments each installment shall constitute a separate contract and any failure or defect in any one or more installments delivered shall not entitle the Staff Buyer to repudiate the Agreement nor to cancel any subsequent installments. (f) The Buyer shall accept immediate delivery or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured arrange to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject collect the Goods in accordance with Clause 12.16. Time of or arrange suitable storage, failing which the Company may either : - (i) effect delivery shall be by whatever means it thinks more appropriate: or (ii) arrange storage at the Buyer's risk and expense pending delivery; or (iii) re-sell or otherwise dispose of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies the Company may have against the Buyer for breach of the Customer. The Customer shall be under no obligation to accept contract or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerotherwise.

Delivery. (a) The Provider Goods and/or Services shall deliver be delivered to the specified premises of the Purchaser on the date specified in a Purchaser's written Purchase Order ("the Delivery Date") or call-off schedule. (b) The Supplier shall notify the Purchaser immediately of any matters which have or could delay any scheduled deliveries. (c) Unless otherwise specified in these Conditions or agreed in writing by the Purchaser, the Goods and/or Services may not be delivered by installments after a delivery date and if the delay materially affects the use of the Goods and/or Services by the Purchaser, the Supplier may not be entitled to progress payments in respect or on account of the supply of the Goods and/or Services. (d) The Supplier shall ensure that all invoices, packing slips, delivery dockets and correspondence show the Purchaser's Purchase Order number, Purchaser's Goods and/or Services part number and description shown on the front of the Purchaser's Purchase Order. Failure to do so may result in delays in processing such documents, in inspection and acceptance of Goods and/or Services and payment and shall entitle the Purchaser in such circumstances to claim an extension of time for attending to the same. (e) The Goods and/or Services, shall be addressed for delivery to the Purchaser's site at the time(s) and date(s) ▇▇-▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Rosebery, 2018, New South Wales, Australia, unless otherwise specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has purchase order. (f) The Purchaser reserves the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation refuse to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay liability for any Goods and/or Services delivered in excess of the quantity ordered. If the Customer elects ordered or not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain accordance with the Provider unless they are accepted Purchaser's Purchase Order. (g) All deliveries from the Supplier or its authorized Representative will be accompanied by a delivery docket. An authorized representative of the CustomerPurchaser must acknowledge delivery of Goods and/or Services in writing. The Customer Such acknowledgment shall not mean that the Purchaser accepts the quality or merchantability of the Goods and/or Services, and the Goods and/or Services shall be under no obligation subject of inspection pursuant to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerClause 8.

Delivery. 6.1 Delivery or performance dates mentioned in any quotation or acceptance form or elsewhere are approximate only and not of any contractual effect, and time for delivery shall not be made of the essence by notice. The Provider Company shall deliver not be under any liability to The Purchaser in respect of any delay in delivery howsoever arising. 6.2 If delivery of the Products is delayed or obstructed through Customer’s default or breach of this Contract or if Customer unreasonably declines or delays in accepting or taking delivery or receipt of the Products, then The Company may without prejudice or any other right or remedy available to it do any or all of the following; (a) charge a reasonable storage or re-delivery fee; (b) sell the Goods at the time(sfor The Company’s account; and (c) and date(s) specified in the Order Form. cancel this Contract as regards any Goods that remain to be delivered or performed. 6.3 Unless otherwise stated in specified delivery shall be ex-works so that the Order Form, where Goods shall be deemed to have been delivered and the risk therein to have passed to The Purchaser upon The Company notifying The Purchaser that the Goods are delivered by the Provider, the point of delivery shall be when the available for collection. 6.4 In any case where Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded sold CIF or FOB or on the Customer's vehicle. Except where otherwise provided basis of any other international trade term the meaning of such terms contained in the Contract, delivery latest Incoterms shall include the unloading, stacking or installation apply as if expressly incorporated herein except insofar as any part of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall same may be accompanied wherever possible by the appropriate paperwork including inconsistent with any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if provisions contained in these Conditions. 6.5 In the Provider fails to deliver the case of any sale of Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. FOB The Customer Company shall be under no obligation to accept or pay for any Goods delivered give The Purchaser the notice specified in excess section 32(3) of the quantity orderedSale of Goods Act 1979. 6.6 Partial delivery or performance shall be permitted in one or more instalments. The Company shall treat each instalment as a separate contract. 6.7 If the Customer elects not Contract involves more than one delivery and any default is made in payment The Company shall have the right to accept such over-delivered Goods it shall give suspend all or any further deliveries pending payment or to terminate the Contract in its entirety by notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerPurchaser.

Delivery. The Provider shall deliver 9.1 Delivery of the Goods at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where shall take place 9.1.1 if the Goods are to be delivered to the premises of the Buyer or elsewhere as directed in Writing by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject Seller delivering the Goods in accordance with Clause 12.16. Time the Buyers delivery instructions. 9.1.2 if the goods are to be collected by the Buyer or the Buyers representative from the premises of the Seller at any time after the Seller has notified the Buyer in Writing the Goods are available for collection and the Buyer or the Buyers authorised representative collects them. 9.2 Any date(s) quoted by the Seller to the Buyer or agreed between the Seller and the Buyer for delivery or collection of the Goods are approximate and the Seller shall not be liable to the Buyer or any other person for any delay in delivery regardless of the cause of the delay 9.3 The time for delivery is not of the essence of the Contract unless previously agreed in Writing by the Seller. 9.4 The goods may be delivered or made available for collection by the Buyer in advance of any quoted or agreed delivery or collection date on the Seller giving reasonable notice in Writing to the Buyer. 9.5 Where the Goods are to be delivered or collected in instalments each delivery or collection shall constitute a separate Contract between the Seller and if the Provider fails Buyer and 9.5.1 failure by the Seller to deliver or make available for collection any one or more of the instalments in accordance with these Conditions or 9.5.2 any claim by the Buyer relating to any one or more of the instalments shall not entitle the Buyer to treat the Contract as a whole as discharged. 9.6 If the Buyer 9.6.1 fails or refuses except for any reason beyond the Buyers reasonable control 9.6.1.1 to take delivery of the Goods within or 9.6.1.2 to give the Seller adequate delivery instructions before or at the time specified in stated for delivery or as appropriate 9.6.1.3 to collect the Order Form, Goods 9.6.2 the Customer may release itself from any obligation to accept and pay for Seller may 9.6.2.1 store the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-until actual delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods takes place and charge the Provider Buyer for the costs cost of such disposal. The risk in any over-delivered storage (including insurance) or 9.6.2.2 sell the Goods shall remain with at the Provider unless they are accepted by best price reasonably obtainable and (after deducting storage and selling expenses) account to the Customer. The Customer shall be under no obligation to accept or pay Buyer for any Goods supplied earlier than balance over and above the date Price or charge the Buyer for delivery stated in any shortfall below the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerPrice.

Delivery. The Provider shall deliver 9.1 Delivery will be deemed to have been effected: - (a) when the Goods at leave the time(sCompany’s premises if the Purchaser’s own (or their customer’s) and date(sor Purchaser’s contracted transport company is used; or (b) specified in the Order Form. Unless otherwise stated in the Order Form, where when the Goods are delivered to the Purchaser’s or their Customer’s premises or such other premises as may be agreed by the ProviderCompany and the Purchaser if the Company’s carrier is used; and unless otherwise agreed in writing by the Company, delivery of the point Goods shall take place at the Company's place of business. 9.2 The quantity of any consignment of Goods as recorded by the Company on despatch from the Company's place of business shall be conclusive evidence of the quantity received by the Purchaser on delivery unless the Purchaser can provide conclusive evidence proving the contrary. 9.3 All times or dates given for delivery of the Goods is approximate only and the Company shall not be liable for any delay in delivery of the Goods however caused. Time of delivery is not of the essence. The Goods may be delivered by the Company in advance of the quoted delivery date on giving reasonable notice to the Purchaser; if no dates are so specified, delivery shall be when within a reasonable time. 9.4 The Company reserves the Goods are removed from right to make delivery by instalments and to tender a separate invoice in respect of each instalment. 9.5 When the transporting vehicle at delivery is to be by instalments under clause 9.3 hereof or if there be delay in the Premises. Where delivery of any one or more instalments for whatever reason, this will not entitle the Goods are collected by Purchaser to treat the Customer, the point of delivery contract as repudiated or to damages; each instalment shall be when a separate Contract and no cancellation or termination of any one Contract relating to an instalment shall entitle the Goods are loaded on the Customer's vehicle. Except where otherwise provided Purchaser to repudiate or cancel any other Contract or instalment. 9.6 Deviations in the Contract, delivery shall include the unloading, stacking or installation quantity of the Goods delivered (representing not more than 10 per cent by value) from that stated in these terms and conditions shall not give the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including Purchaser any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery or to claim damages and the Purchaser shall be obliged to accept and pay at the contract rate for the quantity of the essence and if Goods delivered. 9.7 Where the Provider fails delivery is refused by the Purchaser or is delayed, suspended or made by instalments at the request of the Purchaser or where the Company is unable to deliver the Goods within the time specified in the Order Formdue to circumstances beyond its reasonable control, the Customer may release itself from any obligation Company on giving notification of its readiness to accept deliver, shall be entitled either to: - (a) treat the contract as fulfilled and pay place the Goods into store. Delivery will be deemed to have taken place for invoicing payment and the passing of risk. Without limitation, the cost of storage and insurance of the Goods shall be for the Purchaser’s account; or (b) sell the Goods and/or terminate at the Contract, in either case without prejudice best price readily obtainable and after (after deducting all reasonable storage and selling expenses) account to any other rights and remedies of the Customer. The Customer shall be Purchaser for the excess over the price under no obligation to accept the contract or pay charge the Purchaser for any Goods delivered in excess of shortfall below the quantity ordered. If price under the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. contract. 9.8 The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer Company shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, liable for any non-delivery of Goods (even if caused by the Company's negligence) in any instalment later than event the Purchaser must give written notice to the Company of the non-delivery within 10 days of the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies when the Goods would in the ordinary course of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerevents have been received.

Delivery. 10.1 Any period or date for delivery of Goods or provision of Services stated by the Supplier is an estimate only and not a contractual commitment. 10.2 The Provider Supplier will use its reasonable endeavours to meet any estimated dates for delivery of the Goods or performance of the Services but will not be liable for any loss or damage suffered by the Customer or any third party for failure to meet any estimated date. 10.3 If the Supplier cannot complete the Services or deliver the Goods by any estimated date, it will complete the Services or deliver the Goods within a reasonable time. 10.4 Delivery of the Goods shall deliver take place, unless agreed in writing by the Supplier, when: (a) the Customer takes possession of the Goods at the time(sSupplier’s address; or (b) and date(s) specified the Customer takes possession of the Goods at the Customer’s nominated address (in the Order Form. Unless otherwise stated in the Order Form, where event that the Goods are delivered by the Provider, Supplier or the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by Supplier’s nominated carrier); or (c) the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation ’s nominated ▇▇▇▇▇▇▇ takes possession of the Goods in which event the carrier shall be deemed to be the Customer’s agent. 10.5 The costs of delivery are in addition to the stated price. 10.6 The Customer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. In the event that the Customer is unable to take delivery of the Goods as arranged then the Supplier shall be entitled to charge a reasonable fee for redelivery. 10.7 Delivery of the Goods to a third party nominated by the Staff Customer is deemed to be delivery to the Customer for the purposes of theseTerms. 10.8 The Supplier may deliver the Goods by separate instalments. Each separate instalment shall be invoiced and paid for in accordance with the provisions of these Terms. 10.9 The Customer shall take delivery of the Goods tendered notwithstanding that the quantity so delivered shall be either greater or lesser than the Provider's suppliers or carriers at such place as quantity purchased provided that: (a) suchdiscrepancy in quantity shall not exceed five percent (5%); (b) the price shall be adjusted pro rata to thediscrepancy. 10.10 The Supplier shall not be liable for freight costs on any Goods returned to it by the Customer where a Return Authorisation Number (RA No.) has not been arranged withthe Supplier prior to return. 10.11 The Supplier is not responsible to the Customer or duly authorised for any loss or damage to Goods during transit caused by any event of any kind by any person shall reasonably direct. All deliveries shall be accompanied wherever possible by (whether or not the appropriate paperwork including any certificates authorised by an Independent Testing House/OrganisationSupplier is legally responsible for the person who caused or contributed to that loss or damage), evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork except where the Customer is a consumer and the Supplier has not used due care and skill. The Supplier may provide the right Customer with such assistance as may be necessary to reject press claims on carriers provided that the Goods Customer: (a) has notified the Supplier and the carriers in accordance with Clause 12.16. Time writing immediately after loss or damage is discovered on receipt of delivery shall be Goods; and (b) lodges a claim for compensation on the carrier within three (3) days of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies date of receipt of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. The Provider (a) Lessee may execute and deliver to Lessor one or more -------- ILRs each covering a separate Unit of Equipment. Such ILR shall contain a detailed description of the Unit (including any manufacturer's serial number), to which shall be attached purchase orders, purchase agreements or similar documents respecting the ordering of the Units on such ILR and an invoice (approved by Lessee), each indicating Lessor as purchaser of the Unit. (b) Lessor hereby appoints Lessee as its agent to accept delivery of each Unit from the vendor thereof, such agency to begin on the First Delivery Date and to terminate on the Final Delivery Date. Lessee agrees that, as agent for Lessor, it will not execute any ILR for Equipment delivered and accepted by Lessee prior to the First Delivery Date or after the Final Delivery Date. Upon delivery of each Unit, Lessee will inspect the same and (i) if it is in good order and conforms to the purchase order therefor, accept such Unit from the vendor and, on its own behalf and as Lessor's agent, execute and deliver an ILR for it, or (ii) if Lessee, acting in good faith, finds that such Unit is not in good order, return the Goods at same to the time(s) and date(s) vendor thereof. Each Unit of Equipment so accepted will be subject to this Equipment Leasing Agreement from the Acceptance Date specified in the Order FormILR for such Unit. (c) Execution of an ILR for any Unit of Equipment by Lessee shall constitute irrevocable acceptance of such Unit for lease hereunder by Lessee. Unless otherwise Execution of an ILR for any Unit of Equipment by Lessee shall constitute Lessee's representation and warranty that no default or Event of Default under this Equipment Leasing Agreement has occurred and is continuing on the Acceptance Date for such Unit of Equipment and that Lessee has obtained and there are in full force and effect on such date such insurance policies with respect to such Unit as are required to be obtained pursuant to Section 8 hereof. If a Unit of Equipment delivered to Lessee is not in good condition, does not conform to the purchase order therefor, is not properly installed, does not operate as represented or warranted by the vendor, or is unsatisfactory for any other reason, Lessee shall make any claim on account thereof solely against the vendor or installer of the Unit, and not against Lessor and shall indemnify Lessor from and against any liability therefor. Notwithstanding the foregoing, Lessee's execution and delivery of the ILR shall conclusively establish that the Equipment is acceptable to and accepted by Lessee under this Equipment Leasing Agreement, notwithstanding any defect with respect to design, manufacture, condition or in any other respect, and that the Equipment is in good order and condition and appears to conform to the specifications applicable thereto and to all governmental standards and requirements reasonably interpreted as being applicable thereto. (d) Upon (i) receipt by Lessor of an ILR for a Unit of Equipment, and the invoice(s) therefor from the vendor and any installer thereof and (ii) satisfaction by Lessee of the terms and conditions stated in the Order Formthis Equipment Leasing Agreement, where the Goods are delivered by the ProviderLessor will pay such invoice(s), the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customerprovided that, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided Acceptance Date, Lessor shall have good and marketable title in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result such Unit of such over-delivery (including but not limited to the costs Equipment free of moving all liens, encumbrances and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery exceptions of any instalment later kind whatsoever other than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerPermitted Liens.

Delivery. The Provider On each Closing Date, subject to the terms and conditions hereof, the Company shall deliver the Goods at the time(sto each Purchaser (i) and date(s) specified stock certificates, registered in the Order Form. Unless otherwise stated name of the Purchaser, representing the Shares to be purchased by the Purchaser from the Company, and (ii) warrant certificates, registered in the Order Formname of the Purchaser, where representing the Goods are delivered Warrants purchased by the ProviderPurchaser, each dated as of the point relevant Closing Date, against payment of delivery the purchase price therefor (the "Payment") by wire transfer or previously cleared check, unless other means of payment shall have been agreed upon by the Purchaser and the Company. The undersigned understands that payments by check as provided in this Paragraph 2.2 shall be when delivered to Mintz Levin C▇▇▇ ▇e▇▇▇▇ G▇▇▇▇▇▇ ▇▇▇ P▇▇▇▇ ▇.C., a▇ ▇▇▇ escrow agent and, thereafter, such payment will be deposited as soon as practicable in an escrow account for the Goods are removed from the transporting vehicle at the Premisesundersigned's benefit. Where the Goods are collected by the Customer, the point of delivery The wire transfer shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contractmade to Mintz Levin C▇▇▇ ▇e▇▇▇▇ G▇▇▇▇▇▇ ▇▇▇ P▇▇▇▇, delivery shall include the unloading▇.C., stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods ▇▇ ▇▇crow agent in accordance with Clause 12.16the wire transfer instructions attached as Exhibit A hereto. Time of delivery shall The Payment will be made on or prior to the relevant Closing Date. The Payment (or, in the case of the essence and if rejection of a portion of the Provider fails to deliver the Goods within the time specified in the Order Formundersigned's subscription, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract Payment relating to such rejected portion) will be returned promptly, without further liability interest or deduction, if the undersigned's subscription is rejected in whole or in part. Any Payment made by the Purchaser prior to the CustomerInitial Closing and/or any subsequent Closing is based on an estimated price per share of Common Stock of $3.00. The Purchaser agrees to remit to the Company on the Initial Closing and/or any Interim Closing the balance of the Payment if the Offering Price is greater than $3.00 per share. The Company agrees to promptly remit to the Purchaser any excess Payment made by such Purchaser if the Offering Price is less than $3.00 per share. Each party hereto shall deliver or cause to be delivered at or prior to the Closing Date an executed copy of the Registration Rights Agreement between the Company and the Purchaser and the Company shall deliver to each Purchaser a fully-executed copy of the Agreement.

Delivery. The Provider 7.1 Delivery shall deliver be deemed to have been completed (“Delivery”) upon: (i) the Goods loading of the Products at the time(sDelivery Address where delivery occurs at the Supplier’s premises; or (ii) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Providerany other case, the point unloading of the Products at the Delivery Address. Where delivery occurs at a location other than the Supplier’s premises, the Customer shall be when responsible for procuring any manpower, equipment or relevant resources for the Goods purposes of unloading the Products and failing so, shall fully reimburse the Supplier for any costs or expenses incurred in procuring the unloading of the Products. 7.2 The Supplier shall not be liable for any delay in Delivery arising from or in connection with the occurrence of a Force Majeure Event or the Customer’s failure to provide the Supplier with adequate delivery instructions or any other instructions that are removed from relevant to the transporting vehicle at supply of the PremisesProducts. Where the Goods are collected Customer fails to take delivery of the Products, the Customer shall reimburse the Supplier for any and all reasonable costs and expenses (including any storage fees incurred or charged or relevant insurance procured in respect of the Products by the CustomerSupplier) arising from the storage or re-delivery of the Products until such time as Delivery is completed. 7.3 Without prejudice to any other claims, rights or remedies of the Supplier, the point Supplier may resell or otherwise dispose of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking all or installation part of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork Products where the Customer has failed to take Delivery of the right to reject the Goods Products within thirty (30) days in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. 7.1. 7.4 The Customer shall be responsible for procuring all necessary import and/or export permits and/or clearances (where applicable) for the delivery and/or supply of the Products and shall promptly upon written request furnish such import and/or export permits to the Supplier. Where the Supplier is required under no obligation the Applicable Law to accept or pay procure such permits, the Customer shall provide full and prompt cooperation to the Supplier for the purposes of procuring the same. The Supplier shall not be liable for any Goods delivered delay in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing delivery or damage to the Provider Products (whether incurred in the course of customs seizure or otherwise) resulting from or in connection with the Supplier’s failure to remove them within five (5) Working Days procure the necessary import and/or export permits or breach of this Clause 7.4 and to refund to shall indemnify the Customer Supplier in full against any costs, expenses or damages incurred by it as a result of such over-failure or breach. 7.5 Any customs taxes, levies, fees, penalties or tariffs or import incurred and/or export licence or permit fees payable (“Customs Fees”) in connection with or arising from the supply and delivery (including but not limited of the Products to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than borne in full by the date for delivery stated in the Order Form. Unless expressly agreed Customer and to the contraryextent that the Supplier is required to make payment of any such Customs Fees for the purposes of supplying or delivering the Products to the Customer, the Customer shall not be obliged to accept delivery by instalments. If, however, promptly reimburse the Customer does specify or agree to delivery by instalments, delivery of any instalment later than Supplier in full for the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerrelevant amount paid.

Delivery. The Provider 4.1 Any delivery date specified by the Company is an estimate only and is not of the essence of this Agreement and the Company accepts no responsibility for delay howsoever caused. 4.2 If the performance of any of the Company’s obligations shall deliver be prevented, hindered or interfered with by any cause or reason beyond the control of the Company, then the Company shall have the option to suspend or cancel any obligation on its part the unperformed without any liability on the part of the Company. 4.3 If any account (of any nature whether relating to the supply of Goods and/or Services governed by these General Conditions or under or in relation to any other contract or arrangement between the Company and the Customer) of the Customer is overdue for payment or the Customer becomes bankrupt or (being a company) goes into liquidation or suffers a receiver of any nature to be appointed or makes an assignment or arrangement for the benefit of creditors or defaults in any obligation to the Company or ceases or threatens to cease to trade or in the Company’s absolute opinion doubts arise as to the Customer’s Solvency, the Company is entitled, without prejudice to its other rights, to suspend the performance of any of its obligations to the Customer to (whether or not notice of suspension has been given) to cancel such performance and treat this Agreement as discharged without any liability on the part of the Company. 4.4 If the Company agrees in writing that it shall be responsible for the delivery of the Goods at to the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the ProviderCustomer’s site, the point cost of such delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured charged to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation off-load the Goods promptly on their arrival at site and shall provide and bear the cost of clear access to accept or pay for any Goods delivered in excess and at the point of delivery together with the quantity ordered. means of off-loading. 4.5 If the Customer elects not shall fail to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, take delivery of any instalment later than Goods, the date specified or agreed for Company may at its delivery shall, option but without prejudice to any other rights or remedies it may have, sell the Goods for the account of the Customer, entitle Customer and the Customer to terminate and the whole Customer shall be liable for all cost and expenses incurred by the Company and the difference between the proceeds of any unfulfilled part sale and the price of the Contract without further liability Goods hereunder. 4.6 The Company is entitled to the Customermake delivery by instalments.

Delivery. The Provider Supplier shall ensure that: the Goods are properly packed and secured in such manner as to enable them to reach their destination in good condition; each delivery of the Goods is accompanied by a delivery note which shows the date of the Order, the Order number (if any), the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Goods are being delivered by instalments, the outstanding balance of Goods remaining to be delivered (the Delivery Note); and if the Supplier requires the Customer to return any packaging material to the Supplier, that fact is clearly stated on the Delivery Note. Any such packaging material shall be returned to the Supplier at the Supplier's cost. The Supplier shall deliver the Goods: on the Delivery Date; carriage paid; to the location or locations as is or are set out in the Order, or as instructed by UK SBS or the Customer in writing prior to delivery (the Delivery Location); during the Customer's normal business hours on a Working Day, or as instructed by UK SBS or the Customer. Delivery of the Goods shall be completed on the completion of unloading the Goods at the time(sDelivery Location and in accordance with the provisions of this clause B2. The Supplier will unload the Goods at its own risk as directed by UK SBS or the Customer. The Goods will remain at the risk of the Supplier until delivery to the Customer (including unloading) is complete, including that the Supplier has obtained sign-off of the Delivery Note by or on behalf of the Customer, at which point ownership of the Goods shall transfer to the Customer. If the Supplier delivers to the Customer more than the quantity of Goods ordered, the Customer will not be bound to pay for the excess and date(s) specified any excess will remain at the Supplier's risk and will be returnable to the Supplier at the Supplier's expense. If the Supplier delivers more or less than the quantity of Goods ordered, and the Customer accepts the delivery, a pro rata adjustment shall be made to the invoice for the Goods. The Supplier shall not deliver the Goods in instalments without UK SBS or the Order FormCustomer's prior written consent. Unless otherwise stated in the Order Form, where Where it is agreed that the Goods are to be delivered in instalments, they may be invoiced and paid for separately. However, failure by the ProviderSupplier to deliver any one instalment on time, or at all, or any defect in an instalment, shall entitle the point Customer to the remedies set out in clause B3. The Supplier shall: obtain, at its risk and expense, any export and import licences or other authorisations necessary for the export and import of delivery shall be when the Goods are removed from and their transit through any country or territory; and deal with all customs formalities necessary for the transporting vehicle at export, import and transit of the PremisesGoods, and will bear the costs of complying with those formalities and all duties, taxes and other charges payable for export, import and transit. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on Without prejudice to the Customer's vehicle. Except where otherwise provided in the Contractstatutory rights, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall will not be accompanied wherever possible by the appropriate paperwork including deemed to have accepted any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork until the Customer has had at least 14 Working Days after delivery to inspect them and the Customer also has the right to reject any Goods as though they had not been accepted for 14 Working Days after any latent defect in the Goods has become apparent. If, in accordance connection with Clause 12.16. Time of delivery shall be the supply of the essence and if the Provider fails to deliver the Goods within the time specified in the Order FormGoods, the Customer may release itself from permits any obligation employees or representatives of the Supplier to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice have access to any other rights and remedies of the Customer. The 's premises, the Supplier will ensure that, whilst on the Customer's premises, the Supplier's employees and representatives comply with all applicable health and safety, security, environmental and other legislation which may be in force from time to time; and any Customer shall be under no obligation policy, regulation, code of practice or instruction relating to accept health and safety, security, the environment or pay for access to and use of any Goods delivered in excess of the quantity ordered. If the Customer elects not laboratory, facility or equipment which is brought to accept such over-delivered Goods it shall give notice in writing their attention or given to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless whilst they are accepted on Customer premises by the Customer. The Customer shall be under no obligation to accept any employee or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies representative of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. The Provider 7.1 Delivery of the Goods shall deliver be made by the Seller delivering the Goods to the place specified in the Buyer’s order and/or the Seller’s acceptance as the location to which the Goods are to be delivered by the Seller or, if no place of delivery is so specified, by the Buyer collecting the Goods at the time(s) and date(s) specified in Seller’s premises at any time after the Order Form. Unless otherwise stated in Seller has notified the Order Form, where Buyer that the Goods are ready for collection. 7.2 The Delivery Date is approximate only and time for delivery shall not be of the essence unless previously agreed by the Seller in writing. The Goods may be delivered by the Provider, Seller in advance of the point of delivery shall be when Delivery Date upon giving reasonable notice to the Goods are removed from the transporting vehicle at the Premises. Buyer. 7.3 Where the Goods are collected to be delivered in instalments, each delivery shall constitute a separate contract and failure by the CustomerSeller to deliver any one or more of the instalments in accordance with these Terms and Conditions or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as a whole as repudiated. 7.4 If the Buyer fails to take delivery of the Goods or any part of them on the Delivery Date and/or fails to provide any instructions, documents, licences, consents or authorisations required to enable the Goods to be delivered on that date, the point Seller shall be entitled upon giving written notice to the Buyer to store or arrange for the storage of the Goods and then notwithstanding the provisions of sub-Clause 10.1, risk in the Goods shall pass to the Buyer, delivery shall be when deemed to have taken place and the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery Buyer shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days Seller all costs and to refund to the Customer any expenses incurred by it as a result of including storage and insurance charges arising from such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerfailure.

Delivery. The Provider shall deliver 4.1 Subject to agreement between the Company and the Buyer the Goods may either be collected from the Delivery Point by the Buyer or a carrier nominated by the Buyer. Alternatively, where expressly agreed, the Company may arrange for delivery via a carrier to the premises of the Buyer at the time(s) cost and date(s) expense of the Company. 4.2 Any dates specified in by the Order Form. Unless otherwise stated in the Order Form, where Company for delivery of the Goods are delivered intended to be an estimate and time for delivery shall not be made of the essence by the Providernotice. If no dates are so specified, the point of delivery shall be when within a reasonable time. 4.3 Subject to the Goods are removed from other provisions of these conditions the transporting vehicle at the Premises. Where the Goods are collected Company shall not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided any delay in the Contract, delivery shall include the unloading, stacking or installation of the Goods (even if caused by the Staff Company's negligence), nor shall any delay entitle the Buyer to terminate or rescind the Contract unless such delay exceeds 180 one hundred and eighty days. 4.4 If for any reason the Buyer fails to accept delivery of any of the Goods when they are ready for delivery, or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails Company is unable to deliver the Goods within on time because the time specified Buyer has not provided appropriate instructions, documents, licences or authorisations: (a) risk in the Order Form, Goods shall pass to the Customer may release itself from any obligation to accept and pay Buyer (including for loss or damage caused by the Company's negligence); (b) the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation deemed to accept or pay have been delivered; and (c) the Company may store the Goods until delivery, whereupon the Buyer shall be liable for any all related costs and expenses (including, without limitation, storage and insurance). 4.5 The Buyer shall provide at the Delivery Point and at its expense adequate and appropriate equipment and manual labour for off-loading the Goods. 4.6 If the Company delivers to the Buyer a quantity of Goods delivered in excess of less than the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contraryCompany, the Customer Buyer shall not be obliged entitled to accept object to or reject the Goods or any of them by reason of the surplus or shortfall and shall pay for such goods at the pro rata Contract rate. 4.7 The Company may make part delivery of the Goods or deliver the Goods by separate instalments. If, however, Each separate instalment or delivery shall be invoiced and paid for in accordance with the Customer does specify provisions of the Contract. 4.8 Each instalment shall be a separate Contract and no cancellation or agree to delivery by instalments, delivery termination of any one Contract relating to an instalment later than shall entitle the date specified Buyer to repudiate or agreed for its delivery shall, without prejudice to cancel any other rights Contract or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerinstalment.

Delivery. 6.1 The Provider Goods shall deliver be delivered to the place named on, and in accordance with, the Purchase Order. Delivery shall be completed when the Goods have been unloaded at the time(s) and date(s) specified in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when specified in the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected Purchase Order and delivery has been accepted by the Customer, Purchaser or its authorised representative. Any access to premises and any labour and equipment that may be provided by the point of Purchaser in connection with delivery shall be when provided without acceptance by the Goods are loaded on Purchaser of any liability whatsoever or howsoever arising and the Customer's vehicle. Except where otherwise provided Supplier shall indemnify and keep indemnified the Purchaser in respect of any actions, suits, claims, demands, losses, charges, costs and expenses (including legal expenses and disbursements) which the Purchaser may suffer or incur as a result of or in connection with any damage or injury (including death) occurring in the Contract, course of delivery shall include the unloading, stacking or installation to the extent that any such damage or injury is attributable to any act, omission or negligence of the Goods by the Staff Supplier or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries any of its sub- contractors. 6.2 The Services shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods delivered as detailed and in accordance with Clause 12.16the Purchase Order and / or scoping document that sits alongside. Time Delivery shall be deemed complete when the Service(s) has been tested and accepted by the Purchaser or its authorised representative. The Supplier will ensure in the case of services that may affect the Purchasers IT equipment and data storage that its integrity is maintained and that disaster recovery procedures have been adopted and validated before commencement of works. 6.3 Where any access to the premises is necessary in connection with delivery, installation or supply of services, the Supplier and its sub-contractors shall at all times comply with the reasonable requirements of the Purchaser or other authorised representative. 6.4 The time of delivery shall be of the essence for the purposes of the Contract and if the Provider fails failure to deliver by the Goods within Delivery Date shall enable the time specified in the Order Form, the Customer may Purchaser (at its option) to release itself from any obligation to accept and pay for the Goods Goods/Services and/or terminate to cancel all or part of the ContractGoods/Services under the Purchase Order, in either case without prejudice to any its other rights and remedies of remedies. 6.5 The Supplier’s failure to effect delivery on the Customer. The Customer Delivery Date specified shall be under no obligation entitle the Purchaser to accept or pay purchase substitute Goods/Services and to hold the Supplier accountable for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses all loss and/or additional costs incurred by it as a result of such over-delivery (failure to include all costs of and associated with the termination including but not limited to legal and professional costs, losses, damages and the costs of moving and storing remedying the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted Supplier’s Breach. 6.6 Failure by the Customer. The Customer Purchaser to exercise any of its rights in these Terms and Conditions including the right to terminate a Purchase Order shall not be deemed to constitute a waiver with respect to any subsequent part of that Purchase Order or later claim. 6.7 If Goods are delivered before the Delivery Date, the Purchaser shall be under no obligation entitled to accept its sole discretion to refuse to take delivery or pay to charge for any insurance and storage of the Goods supplied earlier than until the date for delivery Delivery Date. 6.8 Unless otherwise stated in the Order Form. Unless expressly agreed Purchase Order, the Supplier is responsible for and the cost of obtaining all the export and import licences for the Goods, and in the case of the Goods supplied from outside the UK, the Supplier shall ensure that accurate information is provided to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability Purchaser as to the Customercountry of origin and the Supplier shall be liable for additional duties or taxes should the country of origin prove to be different to the one stated.

Delivery. 8.1 Any delivery date quoted by the Company is an estimated date only and the Company shall not be liable for any toss or damage occurring through any failure or inability to meet such date. Time for delivery is not of the essence of any Contract and shall not be made so by service of any notice. If no delivery dates are specified, delivery shall be within a reasonable time of the date that the Order ls placed. 8.2 Delivery shall be Ex Works at the Company's premises unless otherwise stipulated or agreed in writing by the Company. The Provider Company may charge for delivery at a location other than its premises. 8.3 The Purchaser shall deliver take delivery of the Goods within seven (7) days of the Purchaser giving it notice that the Goods are ready for delivery. The Purchaser shall provide at the point of delivery and at its expense adequate and appropriate equipment and manual labour for loading and/or unloading of the Goods. The Purchaser is solely responsible for loading and/or unloading of the Goods at the time(s) point of delivery. The Purchaser shall indemnify and date(s) specified keep indemnified the Company against any losses, liabilities, damages, claims, costs or proceedings arising as a result of the Company or its subcontractors assisting the Purchaser in the Order Form. Unless otherwise stated in the Order Formloading, where unloading or other removal of the Goods are delivered by the Provider, from the point of delivery. 8.4 If for any reason the Purchaser refuses or fails to take delivery shall be when the of Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of tendered in accordance with any Contract or fails to take any action necessary on its part for delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries Company shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured entitled to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be immediate payment of the essence and if the Provider fails to deliver the Goods within the time specified Price in the Order Form, the Customer may release itself from any obligation to accept and pay full for the Goods and/or terminate so tendered. The Company shall be entitled to store at the Contract, in either case without prejudice to any other rights and remedies risk of the Customer. The Customer shall be under no obligation to accept or pay for Purchaser any Goods delivered of which the Purchaser fails or refuses to take delivery and the Purchaser shall! in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing addition to the Provider to remove them within five (5) Working Days Price pay on demand al! costs of such storage and to refund to the Customer any expenses additional costs incurred by it as a result of such overfailure or refusal. The Company shall be entitled in the case of short-delivery (including but not limited life Goods immediately to the costs of moving and storing the Goods), failing which the Customer may dispose of the same in such manner as the Company may in its absolute discretion determine and in the case of all other Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer Company shall be under no obligation to accept or pay for any Goods supplied earlier than entitled after the expiration of one month from the date for of failure or refusal to take delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies dispose of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerGoods in such manner as it may in its absolute discretion determine.

Delivery. (a) Any dates specified by the Company for delivery of Goods are estimates. Failure by the Company to make delivery by any stated date shall not entitle the Customer to rescind or terminate the Contract. (b) The Provider Company will notify the Customer of the estimated delivery date and the Customer must take delivery on such date or such other date as the Company shall deliver indicate to the Goods Customer. Failure to take delivery (in whole or in part) when notified by the Company will require the Customer to pay storage charges, or (at the time(sCompany's option) returned load charges, which shall be added to the agreed price. The Company may withhold delivery of Goods until such charges have been paid. (c) When the Company delivers Goods, or makes arrangements for Goods to be delivered, the Customer shall ensure that delivery vehicles are not obstructed or delayed in any way. The Company and date(sits agents may refuse to make delivery if access to the agreed place of delivery is unsuitable or unsafe for such delivery and to charge the Customer accordingly. (d) specified in the Order Form. Unless otherwise stated in the Order Form, where the The delivery of Goods are delivered is made by the ProviderCompany on the condition that adequate facilities and, if necessary, labour, will be made available by the point of delivery shall be when the Goods are removed from the transporting vehicle Customer, at the Premises. Customer's expense, at the agreed place of delivery. (e) The Company may require the Customer to take delivery at the Company's depot, if the delivery of Goods to the agreed place of delivery, is not reasonably accessible by road vehicles available to the Company. (f) Where the Goods are collected to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails Company to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept one or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer more instalment shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate treat the contract as a whole of any unfulfilled part as repudiated. (g) The Company may deliver from 7 am until 6pm on delivery days. It is the customer’s reasonability to ensure there is someone on site to accept the goods. (h) Cancelation of the Contract without further liability Goods while in transit will incur return load and re-stocking charges these will be processed before any refund can be issued. (i) Any cancellation or delay of an order by the Customer on or after 2:30pm on the working day before the order is due to be fulfilled, or if the CustomerCompany cannot deliver an order due to a failure of the Customer to comply with its obligations pursuant to Condition 3.2 or 3.5, is subject to payment by the Customer of: (i) The Cancellation Charge of 50% of the total cost per goods; and (ii) The Returned Materials Charge (j) All orders must be altered or cancelled by telephone the following are not accepted: (i) Email (ii) Text (iii) Instant Message (iv) Letter (k) Waiting time is charged after 20 minutes on site unless otherwise agreed in writing. Waiting time is charged at £72 per hour plus VAT. (l) Proof of delivery is taken in 3 ways: (i) Signed tickets by a person on site (ii) Vehicle GPS data where a signature is not available (iii) A photograph of goods on site

Delivery. The Provider Contractor shall deliver the Goods at the time(s) and date(s) specified in the Order FormSpecification. Unless otherwise stated in the Order FormSpecification, where the Goods are delivered by the ProviderContractor, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the CustomerClient, the point of delivery shall be when the Goods are loaded on the Customer's Client’s vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's Contractor’s suppliers or carriers at such place as the Customer Client or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer Client shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer Client elects not to accept such over-delivered Goods it shall give notice in writing to the Provider Contractor to remove them within five (5) 5 Working Days and to refund to the Customer Client any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer Client may dispose of such Goods and charge the Provider Contractor for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider Contractor unless they are accepted by the CustomerClient. The Customer Client shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order FormSpecification. Unless expressly agreed to the contrary, the Customer Client shall not be obliged to accept delivery by instalments. If, however, the Customer Client does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the CustomerClient, entitle the Customer Client to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerClient Time of delivery shall be of the essence and if the Contractor fails to deliver the Goods within the time promised or specified, in the Specification, the Client may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Client.

Delivery. (a) The Provider Seller may select any reasonable delivery method and shall deliver not be liable if the Goods at Buyer has not provided instructions as to the time(s) shipment method by the time the Product is available for supply. To the extent that the Agreement allows flexibility regarding the time and date(s) volume of deliveries, the Parties agree to cooperate as much as is possible to coordinate delivery periods and times, and the Buyer shall give reasonable advance written notice as to the quantities and delivery schedules desired, all subject to the amounts specified in the Order FormAgreement. Unless otherwise stated The Buyer shall be solely responsible for any delays resulting from the transportation, delivery, loading, or storage of the Product, and the Seller shall not be liable to the Buyer for damages or late charges resulting from delay in delivery of the Product. (b) The Seller shall have the right to require the execution of a prior access agreement from the Buyer, its transporters, contractors, or agents and, as the case may be, to grant or not to grant the latter access to the plant. The Buyer, its carriers, contractors, and agents agree that they shall abide by the Seller's safety rules and regulations while in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the CustomerSeller's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has plant. (c) The Seller reserves the right to reject transports, containers, or warehouses presented for the Goods in accordance with Clause 12.16. Time of delivery shall be loading/unloading/transfer or handling of the essence and if the Provider fails to deliver the Goods within the time specified Product, which, in the Order FormSeller's opinion, could offer any risk or potential risk situation. (d) The Seller reserves the Customer may release itself from right to refuse to load/unload, transfer, or operate the Product in any obligation to accept and pay for condition that the Goods and/or terminate the ContractSeller deems, in either case without prejudice its sole discretion, to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (unsafe, including but not limited to, conditions caused by drivers, chauffeurs, staff, equipment and/or weather conditions without this causing any damage to the costs delivery time. (e) Should a Product leak or spill occur after its loading onto the carrier designated by the Buyer, the Buyer must make all notifications and reports required by law and must give the Seller written notice of moving said notifications and storing reports of leaks, spills, or any Product loss within two (2) days following their preparation. In addition, the Goods)Buyer will be responsible for, failing which and must immediately clean up, said Product leak or spill in accordance with the Customer applicable Laws. If it fails to comply with this obligation promptly, the Seller may dispose perform the notifications, reports of such Goods leaks or spills, management, and charge cleaning at the Provider Buyer's expense. (f) For all Product deliveries covered by this Agreement, the Buyer shall be solely responsible for unloading the Product. (g) the lack of delivery notes, reference, invoices, or "bill of lading" within the Purchase Orders shall not generate any responsibility for the costs of such disposal. Seller. (h) The risk in any over-delivered Goods shall remain with Seller reserves the Provider unless they are accepted by the Customer. The Customer shall be under no obligation right (if necessary) to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled subcontract part of the Contract work relating to products and/or services it shall supply under the Purchase Order without further liability to the Customerprior written consent of the Buyer.

Delivery. The Provider 10.1 Delivery of the Goods shall deliver be deemed to have occurred upon either: - (a) the collections of Goods from ACS at an agreed collection point; or (b) upon the arrival of the Goods at the time(s) Job Site. 10.2 Where a delivery of Goods cannot be effected for whatever reason, the Customer shall pay to ACS adelivery and date(s) specified return fee calculated in accordance with the then applicable master carrier rates. 10.3 Subject to clause 10.4 below, the Customer must provide ACS with a minimum of 7 business days prior notice of the date by which the Customer requires the Goods to be delivered to it. 10.4 Where the Customer requires that the Goods be delivered to a Job Site, the Customer must provide ACSwith the address for the Job Site at least 5 business days prior to the scheduled delivery. 10.5 ACS is not bound to accept any delivery date notified by the Customer. 10.6 The Customer acknowledges that all delivery times provided are estimates only and are not binding on ACS. 10.7 The Customer acknowledges that on occasions, materials for the manufacture/fabrication of Goods may be in short supply and that anticipated delivery dates for the Goods may need to be extended. ACS will notify the Customer if a scheduled delivery date cannot be achieved because of materials shortages. 10.8 If ACS is unable to fulfil a Purchase Order, it shall notify the Customer as soon as reasonably practicable, and this Agreement shall terminate. The Parties agree that termination of this Agreement for inability of ACS to fulfil an Purchase Order Form. shall not give rise to any right to claim any costs, charges or penalties against ACS. 10.9 Unless otherwise stated agreed to in writing, ACS is not required to deliver any Goods to the Order FormCustomer unlessthe Customer has paid all monies owing to ACS in full. 10.10 The Customer must ensure that the Job Site can be accessed by vehicle on properly constructed roadway. 10.11 ACS may, where in its absolute discretion, unload the Goods are delivered by at the ProviderJob Site or as close to the Job Site asconditions allow. 10.12 Unless otherwise agreed prior to delivery of Goods, the point all unloading of delivery Goods shall be the responsibility of the Customer and shall be undertaken at the Customer’s cost. 10.13 In the event that the Customer or its agent is not in attendance when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customerdelivered, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has ACS reserves the right to reject unload the Goods in accordance with Clause 12.16. Time of delivery shall and will not be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Formresponsible for any claims, damages, expenses orcosts resulting or arising there from. 10.14 Where the Customer may release itself from any obligation requires ACS or its agent to accept and pay enter onto the Job Site for the Goods and/or terminate the Contractpurpose ofunloading, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer ACS shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of liable for any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability damage to the CustomerGoods thereon.

Delivery. (a) The Provider Supplier shall ensure that: i) the Goods are properly packed and secured in such manner as to enable them to reach their destination in good condition; ii) each delivery of the Goods is accompanied by a delivery note which shows the date of the Order, the Order number (if any), the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Goods are being delivered by instalments, the outstanding balance of Goods remaining to be delivered; and iii) if the Supplier requires the Company to return any packaging material to the Supplier, that fact is clearly stated on the delivery note. Any such packaging material shall be returned to the Supplier at the cost of the Supplier. (b) The Supplier shall deliver the Goods: i) on the date specified in the Order, or, if no such date is specified, within 7 days of the date of the Order (and time for delivery shall be of the essence); ii) to the Company's premises or such other location as is set out in the Order, or as instructed by the Company prior to delivery (Delivery Location); and iii) during the Company's normal business hours, or as instructed by the Company. (c) Delivery of the Goods shall be completed on the completion of unloading the Goods at the time(sDelivery Location, which offloading shall be at the risk of the Supplier as instructed by the Company. (d) If the Supplier: i) delivers less than 90% of the quantity of Goods ordered, the Company may reject the Goods; or ii) delivers more than 105% of the quantity of Goods ordered, the Company may at its discretion reject the Goods or the excess Goods, and date(sany rejected Goods shall be returnable at the Supplier's risk and expense. If the Supplier delivers more or less than the quantity of Goods ordered, and the Company accepts the delivery, a pro rata adjustment shall be made to the invoice for the Goods. (e) specified The Supplier shall not deliver the Goods in instalments without the Order FormCompany's prior written consent. Unless otherwise stated in the Order Form, where Where it is agreed that the Goods are to be delivered by instalments, they may be invoiced and paid for separately. However, failure by the Provider, Supplier to deliver any one instalment on time or at all or any defect in an instalment shall entitle the point of delivery Company to the remedies set out in clause 0. (f) The Company shall not be when deemed to have accepted the Goods are removed from the transporting vehicle at the Premisesuntil it has had five Business Days to inspect them following delivery. Where the Goods are collected by the Customer, the point of delivery The Company shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has also have the right to reject the Goods as though they had not been accepted for five business days after any latent defect in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customerhas become apparent.

Delivery. ‌ (a) (Delivery) The Provider shall Supplier must deliver the Goods and provide the Services to BEN at the time(sDelivery Location(s) on or by the Delivery Date(s). All Goods supplied must be free from Encumbrances and date(smust be packaged to ensure maximum protection against theft or damage during transit, storage, delivery, loading and unloading. (b) specified in the Order Form. Unless otherwise stated in the Order Form, where (Risk and Title) Risk of loss and damage to the Goods are delivered by will pass to BEN upon delivery to the Provider, the point of delivery shall be when Delivery Location. Title to the Goods are removed from will pass to BEN upon ▇▇▇ paying the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject Supplier for the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for clause 8. (c) (Inspection) ▇▇▇ ▇▇▇ inspect any Goods delivered in excess under this Agreement as reasonably required by ▇▇▇ to satisfy itself that the delivered Goods comply with this Agreement. If, during any such inspection, ▇▇▇ identifies any non- compliance of the quantity ordered. If Goods with this Agreement (including any physical damage to or Faults in the Customer elects Goods or that the Goods do not to accept such overcomply with the Specifications), ▇▇▇ ▇▇▇ reject the Goods which do not comply with the requirements of this Agreement (Non-delivered Goods it shall give Compliant Goods) by notice in writing to the Provider Supplier. The Supplier must, at its own cost, collect the Non-Compliant Goods and re- supply Goods that comply with this Agreement to BEN within the time reasonably specified by ▇▇▇. This clause 6 will apply again in respect of such re-supplied Goods. ▇▇▇ will not be obliged to pay the Fees as set out in the relevant Order until all fully complying Goods are delivered. (d) (Services) The Supplier must promptly notify BEN when the Services are completed. After an inspection, if ▇▇▇ becomes aware that the Services are not complete, ▇▇▇ will notify the Supplier of the reasons why ▇▇▇ considers that the Services are not complete and the date by which the Supplier must complete them. ▇▇▇ ▇▇▇ at any time, and where it is in ▇▇▇'s legitimate interests to do so, direct the Supplier to suspend providing all or part of the Services by providing the Supplier with 5 days' notice. If BEN provide the Supplier with notice that all or part of the Services must be suspended, the Supplier must promptly comply with any direction that ▇▇▇ ▇▇▇ give, and within 5 days comply with any direction to remove them within five (5) Working Days and to refund the Supplier’s Personnel from BEN Sites. Unless the Supplier has caused or contributed to the Customer any expenses reason for the suspension of services, BEN will compensate the Supplier for its reasonable direct costs incurred by it as a result of such over-delivery receiving notice of the suspension. (including but not limited e) (Personnel) The Supplier is liable to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider BEN for the costs acts and omissions of such disposal. the Supplier's Personnel as if they were the acts or omissions of the Supplier. (f) (Subcontracting) The risk in any over-delivered Goods shall remain with Supplier must not subcontract the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery performance of any instalment later than the date specified or agreed for of its delivery shall, obligations under this Agreement without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.BEN’s prior written consent.‌

Delivery. 5.1 The Provider Supplier shall deliver Deliver the Goods at to the time(s) Customer on or by the Date of Delivery. Unless otherwise agreed in writing by the Customer, Delivery shall be on the date and date(s) to the address specified in the Order FormAward Letter. Unless otherwise stated in the Order Form, where Delivery of the Goods are delivered by the Provider, the point of delivery shall be when completed once the completion of unloading the Goods are removed from the transporting vehicle at the Premises. Where Delivery address has taken place and the Customer has signed for the Delivery. 5.2 Any access to the Customer’s premises and any labour and equipment that may be provided by the Customer in connection with Delivery of the Goods are collected shall be provided without acceptance by the Customer or the Crown of any liability in respect of any actions, claims, costs and expenses incurred by third parties for any loss of damages to the extent that such loss or damage is not attributable to the negligence or other wrongful act of the Customer or its servant or agent. The Supplier shall indemnify the Customer and the Crown in respect of any actions, suits, claims, demands, losses, charges, costs and expenses, which the Customer or the Crown may suffer or incur as a result of or in connection with any damage or injury (whether fatal or otherwise) occurring in the course of Delivery or installation to the extent that any such damage or injury is attributable to any act or omission of the Supplier or any of his sub-Suppliers. 5.3 Delivery of the Goods shall be accompanied by a delivery note which shows the Purchase Order Number and the type and quantity of the Goods and, in the case of part Delivery, the outstanding balance remaining to be Delivered. 5.4 Unless otherwise stipulated by the Customer in the Award Letter, Deliveries shall only be accepted by the Customer on Working Days and during normal business hours. 5.5 Where (i) the Supplier fails to Deliver the Goods or part of the Goods or (ii) the Goods or part of the Goods do not comply with the provisions of Condition 3 (Supply of Goods) then without limiting any of its other rights or remedies implied by statute or common law, the Customer shall be entitled: 5.5.1 to terminate the Agreement; 5.5.2 request the Supplier, free of charge, to deliver substitute Goods within the timescales specified by the Customer; 5.5.3 to require the Supplier, free of charge, to repair or replace the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contractrejected Goods, delivery shall include the unloading, stacking or installation to provide a full refund of the price of the rejected Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right (if paid); 5.5.4 to reject the Goods (in accordance with Clause 12.16. Time of delivery shall be of whole or part) and return them to the essence Supplier at the Supplier’s own risk and if expense and the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation entitled to accept a full refund on those Goods or pay for any part of Goods delivered in excess of duly returned; 5.5.5 to buy the quantity ordered. If the Customer elects not to accept such over-delivered same or similar Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days from another supplier and to refund to the Customer recover any expenses incurred by it as a result in respect of such over-delivery (including buying the goods from another supplier which shall include but not be limited to the costs of moving administration costs, chargeable staff time and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for extra delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customercosts.

Delivery. The Provider shall deliver the Goods at the time(s) and date(s) specified in the Order Form. 8.1 Unless otherwise stated in the relevant Purchase Order Form, where the Goods are delivered Supplier shall deliver all Shipments Ex Works (Incoterms 2010) to the Delivery Location by the Provider, Delivery Date and the point of delivery Customer shall be when make all necessary arrangements to load and collect the Goods are removed Products from the transporting vehicle Delivery Location. The Supplier shall without charge provide reasonable assistance to the Customer’s carrier in loading the Products at the Premises. Where the Goods are collected by the Customer, the point of delivery Delivery Location. 8.2 The Supplier shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including not deliver any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within Shipment more than five (5) Working Business Days and to refund to in advance of the Customer any expenses incurred Delivery Date without the prior written consent of the Customer. 8.3 The Supplier may not deliver Shipments by it instalments other than as a result specified in the Purchase Order without the Customer’s prior written consent. Where delivery of such over-delivery (including but other 8.4 If a Shipment is not limited to delivered on the costs specified Delivery Date or in advance of moving and storing the Goods)Delivery Date in accordance with clause 8.2, failing which then, without limiting any other right or remedy the Customer may dispose have, the Customer may: 8.4.1 refuse to take any subsequent attempted delivery of the Shipment; and 8.4.2 obtain substitute products from another manufacturer and/or supplier and recover from the Supplier any costs and expenses reasonably incurred by the Customer in obtaining such Goods and charge substitute products; and/or 8.4.3 claim liquidated damages in accordance with Schedule 4 provided that the Provider Delay Period shall be until such time as the substitute Products are obtained; and/or 8.4.4 claim damages for any other costs, expenses or losses resulting from the costs of Supplier's failure to deliver the Shipment on the Delivery Date, provided that the Supplier shall have no liability for any failure or delay in delivering Shipment to the extent that such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted failure or delay is caused by the Customer. The Customer 's failure to comply with its obligations under this Agreement. 8.5 Each Shipment shall be under no obligation to accept or pay for any Goods supplied earlier than accompanied by a delivery note from the Supplier showing the PO Number, the date for delivery stated of the Purchase Order, the type and quantity of Products included in the Order Form. Unless expressly agreed to the contraryShipment and, where relevant, the Customer shall not outstanding balance of Products covered by the same Purchase Order remaining to be obliged to accept delivery by instalments. If, however, delivered. 8.6 If the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle Supplier requires the Customer to terminate the whole of return any unfulfilled part of the Contract without further liability Packaging materials to the CustomerSupplier, that fact must be clearly stated on the delivery note accompanying the relevant Shipment, and any such returns shall be at the Supplier's expense.

Delivery. The Provider Subject to entry of the Sale Approval Order, at the Closing: (a) Purchaser shall deliver the Goods at Cash Payment to Seller; (b) Purchaser shall deliver to Seller the time(swritten consent of the applicable lenders under the DIP Facility to the assumption by Purchaser of the Sellers' obligations with respect to the DIP Amount on terms reasonably acceptable to Purchaser; (c) Purchaser shall deliver to Seller fully executed releases and waivers with respect to the First Lien Claims (it being understood that because ▇▇▇▇▇▇▇▇▇ is seeking to assume Seller’s obligations, such releases and waivers may be granted only in the sole discretion of the lenders under the First Lien Credit Agreement); (d) Purchaser shall deliver to Seller fully executed releases and waivers with respect to the Second Lien Claims; (e) Purchaser shall deliver to Seller the officer’s certificate required to be delivered pursuant to Section 6.2(a) and date(s6.2(b). (f) specified Seller shall deliver to Purchaser the Purchased Assets; (g) Seller shall deliver to Purchaser an executed Bill of Sale in the Order Form. Unless otherwise stated form attached as Exhibit B hereto; (h) Seller and Purchaser shall execute and deliver the Assignment and Assumption Agreement in the Order Form, where form attached as Exhibit C hereto; (i) Seller and Purchaser shall execute and deliver a notarized original of the Goods are delivered Intellectual Property Assignment in the form attached as Exhibit D hereto; (j) Seller shall deliver to Purchaser all necessary consents to assignment related to the Assumed Contracts and Permits; (k) Seller shall deliver to Purchaser such other and further documents as Purchaser shall reasonably request to demonstrate the purchase and sale of the Purchased Assets and conveyance of good and marketable title therein by the ProviderPurchaser as contemplated herein and to vest in Purchaser all right, title and interest in, to and under the point of delivery Purchased Assets; (l) Seller shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customerdeliver to Purchaser any and all trademark, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided patent and copyright prosecution files included in the ContractPurchased Assets; (m) Seller shall deliver to Purchaser the officer’s certificate required to be delivered pursuant to Section 6.1(a) and 6.1(b); (n) Seller shall deliver to Purchaser an affidavit, delivery shall include the unloading, stacking or installation sworn under penalty of perjury and dated as of the Goods by Closing Date, in form and substance required under the Staff or Treasury Regulations issued pursuant to Section 1445 of the Provider's suppliers or carriers at such place Code, stating that Seller is not a foreign person as defined in Code Section 1445 of the Customer or duly authorised person Code; (o) Seller shall reasonably direct. All deliveries deliver a true and correct copy of the Sale Approval Order; and (p) Seller shall be accompanied wherever possible by deliver a copy of the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, Bankruptcy Court’s docket sheet for the Bankruptcy Case evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Sale Approval Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as is a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerFinal Order.

Delivery. The Provider shall deliver the Goods at the time(s(i) and date(s) specified Time for delivery of goods is given as accurately as possible but is not guaranteed unless agreed in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16writing. Time of delivery shall not in any circumstances be of the essence of the Agreement. The Seller shall not be liable for any delay in delivery of goods that is caused by a force majeure event or the Buyer’s failure to provide the Seller with adequate delivery instructions or any other instructions that are relevant to the supply of the goods. (ii) Delivery of the goods shall be at the place of delivery set out in the order or such location as the parties may agree, and if shall be completed on the Provider arrival of goods at the delivery location. Signature of a delivery note by an agent, employee or representative of the Buyer, or by an independent carrier, shall be conclusive proof of delivery. (iii) During unloading at the Buyers premises or other delivery location, the Seller shall be deemed to act as agent of the Buyer under the Buyer’s supervision. (iv) The Buyer shall make all necessary arrangements to take possession of the goods on the delivery date at the place of delivery. If the Buyer fails to make such arrangements, the Seller shall either leave the goods at the place of delivery during the hours of 7.30 and 5 pm, or at its absolute discretion: a) make additional charges for failed delivery, b) allocate new delivery dates, c) store the goods at the Buyer’s risk and cost (including insurance), d) invoice the Buyer for the goods, e) terminate the Agreement without liability to the Seller, and f) recover from the Buyer all costs and losses incurred by the Seller. (v) If the Seller fails to deliver the Goods within the time specified in the Order Formgoods, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. The Customer its entire liability shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs excess (if any) over the price of moving and storing the Goods)goods, failing which of the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed cost to the contrary, Buyer of purchasing similar goods to replace those not delivered. (vi) In the Customer shall not case of goods to be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery supplied by instalments, each delivery of shall constitute a separate contract and failure by the Seller for any reason to deliver any instalment later than shall not entitle the date specified Buyer to treat the Agreement as repudiated or agreed for its delivery shall, without prejudice to cancel any other rights or remedies instalment. (vii) A Delivery Charge of £15.00 will be applied for orders under £100.00 excluding VAT (viii) Where delivery is requested outside of our own van delivery schedule and a carrier is requested,a delivery charge will be applied appropriate to the size and weight of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customershipment.

Delivery. The Provider 6.1 If any permit, licence or authorisation is required for 6.1.1 the export of Goods from South Africa and/or import into the Customer's country; 6.1.2 the transport of Goods, or 6.1.3 payment to be effected in accordance with this Agreement, then, subject to the applicable Incoterms, the Customer shall deliver obtain such permit, licence or authorisation timeously and at its own cost. 6.2 Should the Supplier at the Customer's request, which request may be granted or refused at the Supplier’s sole discretion, agree to engage a third party (“Shipping Agent”) to supply courier or transport services in regards to the Goods at on behalf of the time(s) Customer, then: 6.2.1 The Supplier is authorised to engage a Shipping Agent as agent for the Customer on such terms and date(s) specified conditions as it deems fit; and 6.2.2 The Customer indemnifies the Supplier against all demands and claims which may be made against it by the Shipping Agent so engaged and all liability which the Supplier may incur to the Shipping Agent or any third party arising out of the transportation of the Goods. 6.3 The Customer shall immediately upon receipt check the content of the Goods. On signature of the Proof of Delivery, the Customer is deemed to have received the Goods referred to in the Purchase Order Formor any other delivery notice, without shortage or defect and the Customer shall have no claim against the Supplier for non-delivery of, or shortages in the Goods. Unless Should the Customer fail to sign the Proof of Delivery prior to the Shipping Agent’s or Customer’s vehicle leaving the point of delivery, the signature of a representative of the Supplier shall be prima facie proof that the Goods were delivered without defect or shortage. 6.4 Time is not of the essence, except as may be otherwise agreed in writing by the Parties in respect of a specific Purchase Order and in which event the Customer’s may only impose a penalty under clause 7 for delay. The Supplier shall not be liable for any loss or damage of any nature whatsoever, should delivery of Goods or rendering of Services not be made within the period stated in the Purchase Order Form, where or the Supplier’s documentation. 6.5 Should delivery of any Goods are delivered by the Provider, the point of delivery shall not be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected accepted by the Customer, consignee or party nominated by the point of delivery shall Customer to accept delivery, then the Supplier shall, in its sole discretion: 6.5.1 be when entitled to store the Goods are loaded on and any part thereof at no risk to the Supplier and at the expense of the Customer's vehicle. Except where otherwise provided in the Contract; or 6.5.2 after obtaining a competent court order, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject sell the Goods in accordance with Clause 12.16. Time of delivery shall be execution and retain the proceeds thereof as rouwkoop or as liquidated damages for the settlement or part settlement of the essence return and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies storage of the Customer. The Customer shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the Customer.

Delivery. The Provider shall deliver 8.1. Should the Company transport the Goods at to the time(s) nominated delivery address of the Client, delivery and date(s) specified passing of risk in the Order Form. Unless otherwise stated in the Order Form, where the Goods are delivered by the Provider, the point of delivery shall be occur when the Goods are removed from the transporting vehicle offloaded at the Premisesnominated delivery address of the Client. 8.2. Where SHOULD DELIVERY OF THE GOODS OCCUR BY CARRIER, SUCH CARRIER SHALL BE DEEMED TO BE THE CLIENT’S AGENT AND DELIVERY TO SUCH CARRIER (AT THE COST OF THE CLIENT) BY THE COMPANY SHALL BE DELIVERY TO THE CLIENT. IN SUCH EVENT SIGNATURE BY THE CARRIER, OR ANY EMPLOYEE OF THE CARRIER, NOTWITHSTANDING THAT IT MIGHT BE INCORRECT, ON THE DELIVERY NOTE OR INVOICE SHALL BE PRIMA FACIE PROOF OF PROPER DELIVERY OF THE GOODS TO THE CLIENT. 8.3. SIGNATURE BY THE CLIENT, OR ANY EMPLOYEE OF THE CLIENT, OR PERSON AT ANY ADDRESS NOMINATED BY THE CLIENT, NOTWITHSTANDING THAT IT MIGHT BE INCORRECT, ON THE DELIVERY NOTE OR INVOICE SHALL BE PRIMA FACIE PROOF OF PROPER DELIVERY OF THE GOODS TO THE CLIENT. 8.4. Should the Client in checking the Goods are collected note a discrepancy between the delivered quantity and that of the delivery note he/she must note such difference on the delivery note and draw such note to the attention of the person delivering the Goods. In the event of the Client failing for any reason whatsoever to sign the delivery note or to make note of any discrepancies as aforesaid, the Company shall not be liable in respect of claims arising out of any discrepancies between the quantity invoiced and the quantity delivered. 8.5. Should the Client instruct the Company to engage a carrier to transport the Goods, such carrier shall be deemed to be the Client’s agent. The Company shall engage such carrier on any terms and conditions as it deems fit. THE CLIENT SHALL AT ALL TIMES WHETHER DURING OR AFTER TERMINATION OR EXPIRY OF THIS AGREEMENT INDEMNIFY AND KEEP THE COMPANY INDEMNIFIED AGAINST ALL LOSSES, CLAIMS, DAMAGES, LIABILITIES AND EXPENSES (INCLUDING ALL REASONABLE LEGAL FEES) INCURRED IN CONNECTION WITH ANY LITIGATION CONCERNING OR COMPROMISE ARISING OUT OF OR IN RELATION TO ANY CLAIMS MADE AGAINST THE COMPANY BY SUCH CARRIER SO ENGAGED. 8.6. Any delivery times quoted for delivery by the Customer, Company are estimates only and shall not entitle the point of Client to cancel any Order (or this Agreement) and / or to claim any damages for failure by the Company to deliver within such delivery times unless such non-compliance by the Company falls outside the tolerance. It is hereby recorded that any delivery times quoted by the Company to the Client shall be when subject to a tolerance period of 1 (one) business day before or after the Goods are loaded on quoted delivery date. The aforementioned may be explained by means of an example: if the Customer's vehicle. Except where otherwise provided in the Contract, Company has quoted delivery shall include the unloading, stacking or installation of the Goods to occur on Friday, 17 August 2012 the Company will be within the tolerance if the Company delivers the Goods to the Client on Thursday, 16 August 2012 or Monday 20 August 2012 before 16h00. 8.7. IN ADDITION TO CLAUSE 7.7, IN THE INSTANCE THAT THE COMPANY IS UNABLE TO DELIVER WITHIN THE TOLERANCE AS A RESULT OF AN ACT OF GOD, STRIKES, FIRE, RIOT, WAR (WHETHER DECLARED OR NOT), EMBARGOES, EXPORT CONTROL, FUEL SHORTAGES, ANY POWER FAILURE AND / OR SHORTAGES, INCLUDING BUT NOT LIMITED TO LOAD SHEDDING OR ANY OTHER REASON WHATSOEVER NOT WITHIN THE REASONABLE CONTROL OF THE COMPANY, THE OBLIGATIONS OF THE COMPANY SHALL BE DEEMED TO BE SUSPENDED. THE COMPANY SHALL GIVE THE CLIENT NOTICE OF SUCH FACT AS SOON AS REASONABLY POSSIBLE AND THE PARTIES SHALL NEGOTIATE IN GOOD FAITH AS TO WHEN DELIVERY IS TO OCCUR. THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES INCURRED AS A RESULT OF EVENTS CONTEMPLATED IN THIS CLAUSE 8.7. IN THE INSTANCE THAT THE PARTIES SHOULD FAIL TO AGREE AS TO WHEN DELIVERY IS TO OCCUR THE COMPANY SHALL BE ENTITLED TO DELIVER WITHIN A REASONABLE PERIOD OF TIME. 8.8. The Parties hereby agree that the Company may, make delivery of the Goods to the Client in instalments or in such other manner as may be agreed to by the Staff or the Provider's suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries shall be accompanied wherever possible by the appropriate paperwork including any certificates authorised by an Independent Testing House/Organisation, evidencing that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods in accordance with Clause 12.16. Time of delivery shall be of the essence and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the CustomerParties. The Customer Client shall be under no obligation to accept or pay for any Goods delivered in excess of the quantity ordered. If the Customer elects not to accept such over-delivered Goods it shall give notice in writing to the Provider to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it as a result of such over-delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider for the costs of such disposal. The risk in any over-delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery of each such instalment. 8.9. No payment shall be postponed or withheld by instalments. If, however, the Customer does specify virtue of delay or agree to delivery by instalments, non-delivery of any instalment, nor shall such non-delivery or delay of any instalment later than affect the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies balance of the Customer, Order or entitle the Customer Client to terminate cancel the whole Order. 8.10. The Company shall be entitled to withhold delivery of any unfulfilled part of the Contract without further liability to the Customerundelivered instalments until all payments for any delivered instalment have been made in full. 8.11. SHOULD THE CLIENT FAIL TO TAKE DELIVERY OF THE GOODS PROMPTLY, OR IN ANY WAY DELAY DELIVERY OF THE GOODS, THE RISK IN SUCH GOODS SHALL IMMEDIATELY PASS TO THE CLIENT AND THE CLIENT SHALL BECOME LIABLE TO PAY THE COMPANY THE REASONABLE COSTS OF STORING, INSURING AND HANDLING THE GOODS, IN ADDITION TO THE PURCHASE PRICE, UNTIL DELIVERY TAKES PLACE.

Delivery. The Provider Supplier shall Deliver the Goods and provide the Services in accordance with the Implementation Plan and Milestones. The issue by the Customer of a receipt note for delivered Equipment shall not constitute any acknowledgement of the condition, quantity or nature of that Equipment. Time of delivery in relation to commencing and/or supplying the Goods and Services shall be of the essence and if the Supplier fails to deliver the Goods at and Services within the time(s) and date(s) time specified in accordance with clause 5.1.1 and paragraph 5.1 of the Order Form and without prior written Approval, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the Customer. Except where otherwise provided in the Contract, the Goods shall be installed and the Services provided by the Staff or the Sub-contractors at such place or places as set out in paragraph 2.2 of the Order Form. Unless otherwise stated in the Order Form, where Where the Goods are delivered by the ProviderSupplier, the point of delivery shall be when the Goods are removed from the transporting vehicle at the Premises. Where the Goods are collected by the Customer, the point of delivery shall be when the Goods are loaded on the Customer's ’s vehicle. Except where otherwise provided in the Contract, delivery shall include the unloading, stacking or installation of the Goods by the Staff or the Provider's Supplier’s suppliers or carriers at such place as the Customer or duly authorised person shall reasonably direct. All deliveries In the event that not all of the Goods and Services are Delivered by the relevant Milestone Dates specified in the Implementation Plan ("Undelivered Goods and Services") then the Customer shall be accompanied wherever possible by entitled to withhold payment of the appropriate paperwork including Contract Charges for any certificates authorised by an Independent Testing House/Organisation, evidencing Goods and Services that all Goods are manufactured to an agreed Specification/Standard. If deliveries are made with incomplete paperwork the Customer has the right to reject the Goods were not Delivered in accordance with Clause 12.16. Time of delivery shall be of the essence corresponding Milestone Date until such time as the Undelivered Goods and if the Provider fails to deliver the Goods within the time specified in the Order Form, the Customer may release itself from any obligation to accept and pay for the Goods and/or terminate the Contract, in either case without prejudice to any other rights and remedies of the CustomerServices are Delivered. The Customer shall be under no obligation to accept or pay for any Goods delivered Delivered in excess of the quantity orderedspecified in paragraph 2 of the Order Form. If the Customer elects not to accept such over-delivered Delivered Goods it shall give notice in writing to the Provider Supplier to remove them within five (5) Working Days and to refund to the Customer any expenses incurred by it the Customer as a result of such over-delivery Delivery (including but not limited to the costs of moving and storing the Goods), failing which the Customer may dispose of such Goods and charge the Provider Supplier for the costs of such disposal. The risk in any over-delivered Delivered Goods shall remain with the Provider unless they are accepted by the Customer. The Customer shall be under no obligation to accept or pay for any Goods supplied earlier than the date for delivery stated in the Order Form. Unless expressly agreed to the contrary, the Customer shall not be obliged to accept delivery by instalments. If, however, the Customer does specify or agree to delivery by instalments, delivery of any instalment later than the date specified or agreed for its delivery shall, without prejudice to any other rights or remedies of the Customer, entitle the Customer to terminate the whole of any unfulfilled part of the Contract without further liability to the CustomerSupplier.