Terms and conditions for the supply of goods (pro-customer)

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PROTECT- CONTRACT B4 Hardware delivery and delays B4-1 The Supplier shall deliver the items of Hardware to the Site(s) by the applicable Hardware Delivery Dates. B4-2 The Supplier shall supply to the Customer, within a reasonable time before any Hardware Delivery Date, such information and assistance as may be necessary to enable the Customer to prepare the Site(s) for the installation of the relevant item of Hardware. B4-3 The Customer shall, at its own expense, prepare the Site(s) in accordance with the information provided by the Supplier in advance of each Hardware Delivery Date. The Customer may request reasonable assistance from the Supplier to carry out such preparation without charge. B4-4 The Supplier shall ensure that: B4-4-1 the Hardware is properly packed and secured in such manner as to enable it to reach the Site in good condition; B4-4-2 each delivery of the Hardware is accompanied by a delivery note which shows the date of the Order, the Order number (if any), the type and quantity of the Hardware (including the code number of the Hardware, where applicable), special storage instructions (if any) and, if the Hardware are being delivered by instalments, the outstanding balance of Hardware remaining to be delivered (the Delivery Note); B4-4-3 it obtains, at its risk and expense, any export and import licences or other authorisations necessary for the export and import of the Hardware and it's transit through any country or territory; and B4-4-4 it deals with all customs formalities necessary for the export, import and transit of the Hardware, and will bear the costs of complying with those formalities and all duties, taxes and other charges payable for export, import and transit. B4-5 Delivery of the Hardware shall be completed on the completion of unloading the Hardware at the Site and in accordance with the provisions of this clause B4-5. The Supplier will unload the Hardware at its own risk as directed by RCUK or the Customer. The Hardware 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 Hardware shall transfer to the Customer. B5 Hardware testing B5-1 Before delivering any item of Hardware to the Site(s), the Supplier shall carry out reasonable tests to ensure that such item is in operable condition and is capable of meeting the requirements of the Specification once properly installed. Contract Number : 10
PROTECT- CONTRACT B5-2 Following delivery of each item of Hardware, the Customer shall carry out the Hardware Installation Tests applicable to that item and shall supply the Customer with copies of the test results. B5-3 If any item of the Hardware fails to pass the applicable Hardware Installation Tests then the Supplier shall have 14 days in which to remedy the deficiency, and the relevant test(s) shall be repeated within a reasonable time. B5-4 If the item of Hardware fails, in some material respect, to pass such repeated Hardware Installation Tests then the Customer may, by written notice to the Supplier, choose at its sole discretion to specify (without prejudice to the Customer's other rights and remedies) a new date for carrying out further tests on the same terms and conditions. If the item of Hardware fails such further tests then the Customer may: B5-4-1 request a repeat test under this clause B5-4; or B5-4-2 accept the item of Hardware subject to such change of acceptance criteria, amendment of the Business Requirements Specification and/or reduction in the Price as, after taking into account all the relevant circumstances, is reasonable; or B5-4-3 if the Supplier is unable to correct material defects within a period of one month from the start of the Hardware Installation Tests under clause B5-2, reject the item of Hardware as not conforming to this agreement, in which case the Customer may terminate this agreement. B5-5 Acceptance of the Hardware shall be deemed to have occurred on whichever is the earliest of: B5-5-1 the signing by the Customer of an Acceptance Certificate for the last of the Hardware to pass the Hardware Installation Tests; or B5-5-2 the expiry of 28 days after the completion of all the Hardware Installation Tests, unless the Customer has given any written notice under clause B5-4; or B5-5-3 the use of the Hardware by the Customer in the normal course of its business. B6 Hardware warranties B6-1 The warranties given in this clause B6 are in addition to the warranties given in other parts of this agreement. B6-2 The Supplier warrants that: B6-2-1 the Hardware will: Contract Number : 11
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