Terms & Condtions

Terms & Conditions

[Date of Issue – 17/08/2026]

[Version TC-TOD-2026-08B]

These Terms and Conditions supersede and replace all previously issued Terms of Sale and Terms & Conditions

The Customer’s attention is drawn to Clause 6. Limitation of Liability

1. Basis of Contract

1.1 Completing the order form constitutes an offer by the Customer to purchase the Goods in accordance with these Terms and Conditions (“Terms”). The offer is accepted only when TOD Jewels Ltd (“the Supplier”) issues written confirmation, forming a binding Contract.

1.2 The Contract is the entire agreement between the parties.

1.3 “TOD”, “T.O’D”, “TOD Jewels”, “T.O’D Jewels”, and “TOD Antiques” are trading names of TOD Jewels Limited (registered in England & Wales, no. 01194968). Where the invoice or order confirmation names TOD Jewels Europe Ltd (registered in Ireland, no. 644156), that company is the Supplier and the contracting party, and references to UK statutes are to be read as references to their Irish equivalents as set out in clause 8.11.

1.4 Bespoke Goods means goods made, made up, sourced, cut, altered, engraved, hallmarked, resized or otherwise personalised to the Customer’s requirements, including stock items altered at the Customer’s request. Bespoke Goods are identified as such on the order confirmation or invoice.

2. Delivery

2.1 Delivery is completed on the Goods’ arrival at the Customer’s specified address.

2.2 Time for delivery is not of the essence.

2.3 The Supplier may deliver by instalments, each a separate Contract. Delay or defect in one instalment does not permit cancellation of others.

3. Quality and Warranties

3.1 The Supplier warrants that on delivery the Goods shall:

(a) conform materially with their description;

(b) if new, be free from material defects in design, material, and workmanship;

3.2 If the Customer notifies the Supplier in writing within 14 days of delivery for matters apparent on reasonable inspection, or within 14 days of discovery but no later than 12 months after delivery for latent defects, allows inspection, and returns Goods if requested, the Supplier may repair, replace, or refund defective Goods at its option. All return costs (including insured transit) are at the Customer’s expense.

3.3 The warranty does not apply if:

(a) the Customer fails to follow storage or care instructions or good trade practice;

(b) the Goods are altered or repaired without Supplier’s consent;

3.4 Except as above, the Supplier has no liability for warranty failures.

3.5 Terms implied by sections 13–15 of the Sale of Goods Act 1979 are excluded to the fullest extent permitted by law.

3.6 These Terms apply to repaired or replacement Goods.

3.7 The diamonds herein sold have been purchased from legitimate sources not involved in funding conflict, in compliance with United Nations Resolutions. The Supplier guarantees that these diamonds are conflict-free, based on personal knowledge and/or written guarantees provided by the supplier of these diamonds.

3.8 To the best of our knowledge, no diamonds originate from or are processed in Russia, complying with Regulation (EU) 833/2014 and the Russia (Sanctions) (EU Exit) Regulations 2019.

3.9 The Customer warrants it will not resell or export Goods in breach of applicable trade or export sanctions.

3.10 Gemstone and Diamond Treatments; Disclosure of Origin

3.10.1 Gemstone Treatments and Enhancements

Unless otherwise stated in writing, gemstones supplied by the Supplier may have been subjected to conventional, permanent or semi-permanent treatments or enhancements to improve colour, clarity, or stability. Such treatments may include, without limitation, heat treatment (e.g., sapphires, rubies, aquamarines, tourmalines), oiling or resin filling (e.g., emeralds, where oiling or resin filling is semi-permanent and may require re-treatment or special care to maintain appearance), diffusion, irradiation, dyeing, or other recognised industry methods.

The Customer acknowledges that these treatments are standard and accepted within the trade, and that untreated gemstones or stones described as “natural and unheated/untreated/no oil” command a premium and will be expressly described as such on the invoice or certificate. The absence of a specific treatment disclosure shall not imply that a gemstone is untreated.

3.10.2 Pearls and Other Organic Materials

Unless explicitly described as “natural”, pearls are assumed to be cultured, and coral, amber, jet or other organic gem materials may be subject to standard stabilisation or dyeing processes. Such practices are consistent with accepted trade usage and are disclosed when material to value or durability.

3.10.3 Diamond Origin and Laboratory-Grown Stones

(a) The term diamond without qualification refers exclusively to a naturally occurring mineral diamond formed in the earth.

(b) Any diamond that is laboratory-grown, laboratory-created, or synthetic will be clearly described as such in writing in all sales and marketing materials with the words “laboratory-grown diamond” or equivalent of equal prominence to the word diamond.

(c) Laboratory-grown diamonds are distinct in origin, market behaviour and long-term value from natural diamonds. The Supplier gives no assurance of resale value or price stability and the Customer acknowledges that such stones are generally expected to depreciate as production increases.

(d) Descriptions, grading terminology and reports relating to laboratory-grown diamonds are provided in good faith in accordance with current industry conventions but are not directly comparable with the grading of natural diamonds and may vary between laboratories, including CVD (chemical vapor deposition) or HPHT (high-pressure, high-temperature) methods.

3.10.4 Customer Acknowledgement

The Customer confirms that it understands and accepts that gemstone and diamond treatments, as well as the distinction between natural and laboratory-grown stones, materially affect market value, rarity, and durability. Disclosed treatments and origins are not defects under Clause 3.1 and do not entitle the Customer to remedies under Clause 3.2. The Supplier accepts no liability for loss of value, change in market perception, or subsequent resale difficulty arising from such factors once disclosed in accordance with this clause and the information provided at the point of sale.

3.11 Consumer Cancellation (Distance and Off-Premises Sales)

Where the Customer is a consumer and the Contract is concluded at a distance, the Customer may have a statutory right to cancel within 14 days of delivery. That right does not apply to Bespoke Goods, which are exempt as goods made to the consumer’s specification or clearly personalised. To exercise any cancellation right the Customer must notify the Supplier in writing and return the Goods unworn, unaltered, in their original condition and packaging, by insured courier at the Customer’s cost, within 14 days of notice. Nothing in these Terms excludes rights that cannot lawfully be excluded.

3.12 Certification Contingency

A sale is contingent on a laboratory report or certification only where expressly agreed in writing at the time of sale, naming the laboratory and the required result. Any such contingency must be exercised in writing within 45 days of delivery, failing which the sale is absolute. Certification fees are the Customer’s unless agreed otherwise. Where a contingency is validly exercised the remedy is return of the goods in original condition and a credit or refund of the price; no further liability arises.

4. Title and Risk

4.1 Risk passes to the Customer on delivery.

4.2 Title remains with the Supplier until full payment (in cleared funds) for all monies owed, however arising, is received in full.

4.3 Until title passes, the Customer shall:

(a) store Goods separately, identifiable as Supplier’s property;

(b) not remove or obscure identifying marks;

4.4 The Customer may resell Goods in the ordinary course of business before title passes, acting as principal, not agent. Title transfers immediately before resale.

4.5 If the Customer becomes insolvent (per section 123, Insolvency Act 1986), the right to resell ceases, and the Supplier may recover unpaid Goods. The Supplier may enter any premises where the Goods are stored to recover them if payment remains outstanding, and all goods held by the Customer on approval become returnable immediately on demand.

4.6 Goods on Approval

(a) Goods supplied on approval (“Appro”) remain the Supplier’s property until invoiced and paid in full.

(b) From receipt until actual return to the Supplier, the Customer bears all risk of loss of or damage to Appro goods, howsoever caused.

(c) Appro goods must be returned on demand. The Supplier may invoice Appro goods at any time after 14 days from receipt. Any indulgence allowed by the Supplier in practice does not waive that right or vary this clause.

(d) Appro goods invoiced under clause 4.6(c) are deemed purchased by the Customer and payment is due immediately on invoice.

(e) An Appro document is not a VAT invoice; no supply occurs until adoption or deemed purchase, at which point a VAT invoice is issued.

(f) If Appro goods are lost, damaged or destroyed while the Customer bears risk, any monies payable to the Customer under any policy of insurance in respect of those goods, up to their full invoice value, are received and held by the Customer on trust for the Supplier, shall not be mixed with the Customer’s own monies, and shall be paid to the Supplier promptly on receipt. The Customer shall notify the Supplier of the loss without delay, shall on request direct the insurer to pay the Supplier direct, shall not settle any claim in respect of the goods without the Supplier’s written consent (such consent not to be unreasonably withheld), and shall provide such information about the policy and any claim as the Supplier reasonably requests. This clause does not limit the Customer’s liability under clause 4.6(b), and any shortfall remains payable by the Customer.

(g) The Customer warrants that it holds insurance covering Appro goods against loss, damage and theft to their full invoice value, and shall notify the Supplier in writing immediately if that cover lapses, is cancelled, is not renewed, or ceases to extend to Appro goods. On giving such notice, or on demand by the Supplier, the Customer shall return all Appro goods in its possession without delay unless the Supplier agrees otherwise in writing.

4.7 Recovery of Goods

Until all sums due to the Supplier from the Customer, however arising, whether under this or any other contract, are paid in full in cleared funds, title to all Goods supplied by the Supplier remains with the Supplier. The Supplier may require the Customer to deliver up all Goods in its possession that have not been resold or irrevocably incorporated, up to the value of the outstanding debt. If the Customer fails to do so promptly, the Supplier (or its agents) may, without prejudice to other rights, enter any premises of the Customer or third party where the Goods are stored to recover them. The Supplier may resell recovered Goods and apply proceeds to outstanding debts. If the price remains unpaid 7 days after the due date, the Supplier may, having repossessed the Goods, resell them for its own benefit without prejudice to any claim for damages or for any shortfall. This clause does not apply to non-business customers.

5. Price and Payment

5.1 The price is as stated in the Order or Supplier’s current price list.

5.2 Prices exclude packaging, insurance, and transport unless agreed.

5.3 Prices exclude VAT, added at the prevailing rate.

5.4 Invoices may be issued on or after delivery.

5.5 Payment is due within 30 days of invoice date unless otherwise stated. Time of payment is of the essence.

5.6 Overdue sums accrue interest at 2.5% per month, compounded daily, from the due date until payment. Where the Customer is a consumer, interest instead accrues at 8% per annum above the Bank of England base rate (or, where the Supplier is TOD Jewels Europe Ltd, the European Central Bank reference rate). The Customer shall also reimburse the Supplier’s reasonable costs of collection and any reasonable borrowing costs incurred due to late payment.

5.7 Payments must be made in full without set-off or deduction, except as required by law.

5.8 The Supplier may allocate payments to any Customer debt. The Supplier may at its discretion set off any amount payable to the Customer against any sum due from the Customer.

5.9 Deposits

Any deposit or advance payment is taken as security for the Customer’s performance. (a) If the Supplier cancels the order other than for the Customer’s breach, deposits are refunded in full. (b) If the Customer cancels, the deposit is forfeit to the extent of the Supplier’s costs, work done, goods procured and losses arising from the cancellation, and any balance is returned. (c) For Bespoke Goods (clause 1.4), all deposits and stage payments are non-refundable once work has commenced or materials have been procured. (d) Deposits are not payment on account of VAT until a tax point arises.

5.10 Currency of Payment

Payment is due in the currency of the invoice. The Supplier may, at its sole discretion and by prior written agreement, accept payment in another currency at the Supplier’s quoted rate of exchange for the day. All bank, transmission and currency-conversion charges are the Customer’s responsibility; any shortfall arising from charges or exchange differences remains due. Movements in exchange rates or metal prices after order acceptance are not grounds for adjustment of the price.

5.11 Quotations and Pro Forma Invoices

Quotations are valid for 14 days unless stated otherwise and are subject to withdrawal or revision at any time before written acceptance of an order, including for movements in metal or gemstone markets. A pro forma invoice is not a VAT invoice, is not an acceptance, and does not reserve goods; goods are allocated on receipt of cleared funds.

5.12 Suspension

While any sum from the Customer is overdue, the Supplier may suspend deliveries, further Appros, work in progress and credit terms, without liability, until payment in full.

6. Limitation of Liability

6.1 Nothing limits Supplier’s liability for:

(a) death or personal injury caused by negligence;

(b) fraud or fraudulent misrepresentation;

6.2 Subject to 6.1:

(a) no liability for loss of profit or indirect/consequential loss, whether in contract, tort (including negligence), or otherwise;

(b) the Supplier’s total liability in respect of any Contract shall not exceed: (i) for the sale of Goods, the price paid or payable by the Customer for the Goods giving rise to the claim; and (ii) for repairs, valuations or other services, the amount charged for the work undertaken;

6.3 Customer Goods – Repairs and Services

Goods left with the Supplier for repair, alteration, valuation, cleaning, or any other service are accepted entirely at the Customer’s risk. The Supplier’s liability for loss or damage to such goods, however caused (including negligence), shall not exceed the amount charged for the work undertaken, unless otherwise agreed in writing before the work commences. Customers are responsible for maintaining their own insurance cover for the full value of their property.

6.4 Insurance and Risk Disclosure

The Supplier maintains insurance appropriate to its business operations but not necessarily covering the full replacement value of customers’ property. Unless otherwise agreed in writing, the Supplier’s insurance does not extend to the Customer’s goods, which remain at the Customer’s risk while in the Supplier’s custody or in transit.

Nothing in these Terms prevents the Supplier, at its discretion, from making or pursuing an insurance claim, or from compensating the Customer as a gesture of goodwill, without creating any admission of liability or waiver of these Terms.

6.5 Indemnity for Ownership and Title of Goods

The Customer warrants that any goods submitted to the Supplier for repair, valuation, or setting are lawfully owned and free from third-party claims. The Customer shall indemnify and hold harmless the Supplier against any claim, loss, or cost arising from breach of this warranty, including the handling of stolen, misdescribed, or disputed property.

6.6 Export, Import, and Customs Responsibility

a) Unless otherwise agreed in writing, the Customer is responsible for obtaining all necessary import or export licences and for compliance with all customs, tax, and regulatory requirements in the destination country.

b) The Customer shall provide complete and accurate information regarding the description, value, age, and origin of goods for customs or shipping declarations and shall indemnify the Supplier for any loss, cost, or penalty arising from incorrect or misleading instructions or documentation.

The Supplier is not liable for any delay, seizure, or charge resulting from customs or regulatory action.

6.7 Advice and Representations

Any advice, statement, or representation made by the Supplier, its employees, agents, or subcontractors in connection with the Goods or Services is given in good faith but without liability. The Customer must satisfy itself as to the suitability of the Goods for its intended purpose.

6.8 Valuations and Opinions

a) All valuations, descriptions, and gemstone identifications are opinions given in good faith by TOD Jewels Ltd, based on the information, technology, and market conditions available at the time of assessment. They are not a guarantee of actual value, saleability, or future worth. TOD Jewels Ltd accepts no liability for any loss, cost, or claim arising from reliance on a valuation beyond the fee paid for the service. The Customer is advised to obtain independent verification where appropriate.

b) Valuations provided for insurance or probate purposes are intended solely for that use and may not reflect retail replacement cost, realisable market value, or auction price.

6.9 Uncollected Goods

Where purchased Goods are not collected within 3 months, or goods left for repair, alteration, valuation or other service are not collected within 12 months, of the Supplier notifying the Customer they are ready, the Supplier may give written notice of intended sale to the Customer’s last known address. If the goods remain uncollected 3 months after that notice, the Supplier may sell them and account to the Customer for the proceeds, less all sums owed, storage and sale costs. (UK: Torts (Interference with Goods) Act 1977; Ireland: on the equivalent common-law basis.)

7. Force Majeure

The Supplier is not liable for delays or failures due to events beyond its reasonable control, including but not limited to acts of God, war, terrorism, sanctions, strikes, pandemic, public health emergency, customs delays or supply chain disruptions.

8. General

8.1 Invalid provisions are modified or deleted minimally; remaining Terms remain in force.

8.2 No delay in exercising rights constitutes a waiver.

8.3 Rights and remedies under these Terms are cumulative and in addition to those provided by law.

8.4 Variations require written, signed agreement.

8.5 Third parties have no rights to enforce the Contract (Contracts (Rights of Third Parties) Act 1999).

8.6 Electronic orders and acceptances (e.g., email, or WhatsApp) are binding.

8.7 Personal data is processed per UK GDPR, Data Protection Act 2018, and Supplier’s privacy notice at https://www.todjewels.com/privacy-policy.

8.8 For consumer sales, these Terms do not affect the Customer’s rights under the Consumer Rights Act 2015.

8.9 The Contract is governed by English law; parties submit to the non-exclusive jurisdiction of England and Wales courts. This choice of law does not deprive any consumer of mandatory protections of the law of their habitual residence, nor of the right to bring proceedings in their local courts.

8.10 TOD Jewels Ltd is a company registered in England and Wales, number 01194968, with its registered office at 100 Hatton Garden, London EC1N 8NX, United Kingdom. TOD Jewels Europe Ltd is a company registered in Ireland, number 644156, with its registered office at 107/108 Capel Street, Dublin 1, Ireland.

8.11 Statute Equivalence

Where the Supplier is TOD Jewels Europe Ltd: references to the Sale of Goods Act 1979 are to the Sale of Goods Act 1893 (Ireland) as amended; to the Insolvency Act 1986 include section 570 Companies Act 2014 (Ireland); to UK GDPR and the Data Protection Act 2018 are to Regulation (EU) 2016/679 and the Data Protection Act 2018 (Ireland); to the Consumer Rights Act 2015 include the Consumer Rights Act 2022 (Ireland); and the statutory interest reference rate is the European Central Bank reference rate.

8.12 Document Integrity and Availability of these Terms

Each order confirmation, invoice, approbation and credit note issued by the Supplier carries, within the metadata of its PDF version, the Terms in force at its date of issue together with the method by which its integrity value is calculated, so that the document and the Terms applying to it may be verified from the document alone, without reference to the Supplier’s systems, records or website.

The Supplier does not guarantee that every version of these Terms will remain available online in perpetuity. The Supplier will use reasonable endeavours to supply any earlier version, and the document’s own embedded copy remains the authoritative record of the Terms applying to that document.

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END OF TERMS

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	DOCUMENT VERIFICATION — not part of the terms above. Everything above the line is the contractual document. Everything below describes how to prove it has not been altered, and may be corrected without changing the terms.

	Every invoice we issue is fingerprinted at the moment of issue: the invoice’s content and the exact text of these terms are each hashed with SHA-256, and the leading 60 bits of each hash are printed on the invoice foot in standard Base32 (RFC 4648: alphabet ABCDEFGHIJKLMNOPQRSTUVWXYZ234567, five bits per character, most-significant bits first, no padding). The foot reads:

	    Terms Version: TC-TOD-2026-08B | BASE32-REF: XXXXXXXXXXXX-YYYYYYYYYYYY | SHA256 EMBEDDED

	Reading it: the 12 characters before the hyphen are the first 60 bits of the invoice’s own content hash; the 12 after it are the first 60 bits of this page’s hash, so every invoice issued under these terms ends with exactly:

	    XZ6U3BLATN3B

	How the invoice hash is derived: every printed word on the invoice is hashed — the data and the fixed wording alike — EXCEPT the last line, the reference line itself, which cannot contain its own hash. Images (the QR code and the logo) are outside the hash entirely — whatever their pixels show or encode: nothing hidden inside an image can reach the hash, and only visible text characters are hashed. Their printed captions are text and are inside. Words are taken top to bottom, left to right: where two blocks sit side by side, the left block reads first in full, and each visual row of labels and figures is one line of text.

	The exact canonical text of any invoice, frozen at the moment of issue, is available on request. It can be compared word for word with the printed page and then hashed: the first 60 bits of its SHA-256, in standard Base32, must equal the 12 characters before the hyphen.

	The full SHA-256 of the terms above, derived by these exact rules (the ct-1 canonical method) — not from the page’s HTML source, so styling and markup changes cannot affect it:

	    1. The hashed region runs from the title paragraph to the final paragraph of clause 8.12 inclusive. The END OF TERMS divider, this note, and any empty paragraph are excluded.

	    2. For each paragraph: remove HTML markup, resolve character references to their Unicode characters (&amp; becomes &), and strip leading and trailing whitespace. A <br> line break becomes a single LF (U+000A).

	    3. Join the paragraphs with exactly TWO LF characters, so one blank line separates each pair.

	    4. Append exactly ONE final LF after the last paragraph: the canonical text ends with a newline. Stripping it produces the wrong hash.

	    5. Normalise to Unicode NFC, encode as UTF-8 without a byte-order mark, and apply SHA-256.

	Sanity checks before hashing: the canonical text contains 127 paragraphs and 22,011 bytes of UTF-8. If your byte count differs, your serialisation differs.

	Worked example: the two paragraphs <p>Alpha &amp; Beta</p><p>Customer&rsquo;s Goods</p> canonicalise to “Alpha & Beta” LF LF “Customer’s Goods” LF and hash to 8bd0858f5219f9ac36a9f66a98fa1df470b7a321368000ec116374067c9fb7aa. An implementation that cannot reproduce this vector will not reproduce the terms hash.

	The hash of these terms, in full:

	    be7d4d85609b761a833fa664011f9aa6068e3225dd259a79b04de09daf53f48b

	Its first 60 bits in standard Base32 are XZ6U3BLATN3B, which must agree with the characters after the hyphen on any invoice issued under these terms.

	A matching hash proves this text is the fingerprinted text. Evidence of WHEN comes from independently retained invoices, each of which carries the first 60 bits of this hash in its printed reference, frozen at issue.

	The invoice-content hash for any invoice we have issued, and earlier terms versions with their hashes, are available on request.

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MACHINE-READABLE COPY OF THE TERMS

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The block below duplicates the terms above character for character — one paragraph per line, one blank line between paragraphs — so anyone can verify the hash by copy and paste, with no HTML handling at all. It is NOT a second contract: if it ever differs from the formatted terms above the END OF TERMS line, the formatted terms govern.

To verify: select and copy the entire block, save it as a UTF-8 text file, make sure the file ends with exactly one newline (rule 4 above — a file without it hashes to 3d58abee8d230c90…), and compute SHA-256. The result must be be7d4d85609b761a833fa664011f9aa6068e3225dd259a79b04de09daf53f48b. The visual wrapping of long lines on screen is display only; the copied text contains a line break only where a paragraph ends.

Terms & Conditions

[Date of Issue – 17/08/2026]

[Version TC-TOD-2026-08B]

These Terms and Conditions supersede and replace all previously issued Terms of Sale and Terms & Conditions

The Customer’s attention is drawn to Clause 6. Limitation of Liability

1. Basis of Contract

1.2 The Contract is the entire agreement between the parties.

2. Delivery

2.1 Delivery is completed on the Goods’ arrival at the Customer’s specified address.

2.2 Time for delivery is not of the essence.

2.3 The Supplier may deliver by instalments, each a separate Contract. Delay or defect in one instalment does not permit cancellation of others.

3. Quality and Warranties

3.1 The Supplier warrants that on delivery the Goods shall:

(a) conform materially with their description;

(b) if new, be free from material defects in design, material, and workmanship;

3.3 The warranty does not apply if:

(a) the Customer fails to follow storage or care instructions or good trade practice;

(b) the Goods are altered or repaired without Supplier’s consent;

3.4 Except as above, the Supplier has no liability for warranty failures.

3.5 Terms implied by sections 13–15 of the Sale of Goods Act 1979 are excluded to the fullest extent permitted by law.

3.6 These Terms apply to repaired or replacement Goods.

3.8 To the best of our knowledge, no diamonds originate from or are processed in Russia, complying with Regulation (EU) 833/2014 and the Russia (Sanctions) (EU Exit) Regulations 2019.

3.9 The Customer warrants it will not resell or export Goods in breach of applicable trade or export sanctions.

3.10 Gemstone and Diamond Treatments; Disclosure of Origin

3.10.1 Gemstone Treatments and Enhancements

3.10.2 Pearls and Other Organic Materials

3.10.3 Diamond Origin and Laboratory-Grown Stones

(a) The term diamond without qualification refers exclusively to a naturally occurring mineral diamond formed in the earth.

3.10.4 Customer Acknowledgement

3.11 Consumer Cancellation (Distance and Off-Premises Sales)

3.12 Certification Contingency

4. Title and Risk

4.1 Risk passes to the Customer on delivery.

4.2 Title remains with the Supplier until full payment (in cleared funds) for all monies owed, however arising, is received in full.

4.3 Until title passes, the Customer shall:

(a) store Goods separately, identifiable as Supplier’s property;

(b) not remove or obscure identifying marks;

4.4 The Customer may resell Goods in the ordinary course of business before title passes, acting as principal, not agent. Title transfers immediately before resale.

4.6 Goods on Approval

(a) Goods supplied on approval (“Appro”) remain the Supplier’s property until invoiced and paid in full.

(b) From receipt until actual return to the Supplier, the Customer bears all risk of loss of or damage to Appro goods, howsoever caused.

(d) Appro goods invoiced under clause 4.6(c) are deemed purchased by the Customer and payment is due immediately on invoice.

(e) An Appro document is not a VAT invoice; no supply occurs until adoption or deemed purchase, at which point a VAT invoice is issued.

4.7 Recovery of Goods

5. Price and Payment

5.1 The price is as stated in the Order or Supplier’s current price list.

5.2 Prices exclude packaging, insurance, and transport unless agreed.

5.3 Prices exclude VAT, added at the prevailing rate.

5.4 Invoices may be issued on or after delivery.

5.5 Payment is due within 30 days of invoice date unless otherwise stated. Time of payment is of the essence.

5.7 Payments must be made in full without set-off or deduction, except as required by law.

5.8 The Supplier may allocate payments to any Customer debt. The Supplier may at its discretion set off any amount payable to the Customer against any sum due from the Customer.

5.9 Deposits

5.10 Currency of Payment

5.11 Quotations and Pro Forma Invoices

5.12 Suspension

While any sum from the Customer is overdue, the Supplier may suspend deliveries, further Appros, work in progress and credit terms, without liability, until payment in full.

6. Limitation of Liability

6.1 Nothing limits Supplier’s liability for:

(a) death or personal injury caused by negligence;

(b) fraud or fraudulent misrepresentation;

6.2 Subject to 6.1:

(a) no liability for loss of profit or indirect/consequential loss, whether in contract, tort (including negligence), or otherwise;

6.3 Customer Goods – Repairs and Services

6.4 Insurance and Risk Disclosure

6.5 Indemnity for Ownership and Title of Goods

6.6 Export, Import, and Customs Responsibility

The Supplier is not liable for any delay, seizure, or charge resulting from customs or regulatory action.

6.7 Advice and Representations

6.8 Valuations and Opinions

b) Valuations provided for insurance or probate purposes are intended solely for that use and may not reflect retail replacement cost, realisable market value, or auction price.

6.9 Uncollected Goods

7. Force Majeure

8. General