Standard Conditions of Purchase
All orders are made pursuant to these Conditions and the applicable Order.
Business Day: A day, other than a Saturday, Sunday or public holiday in England, when banks in London are open for business. Commencement Date the date the Contract commences, in accordance with clause 2.4.
Commercial Terms: Are the commercial terms which set out the Goods and/or Services to be provided by the Supplier to the Customer.
Conditions: Means these terms and conditions as amended from time to time in accordance with clause 16.4.
Contract: The contract between the Customer and the Supplier for the sale and purchase of the Goods and/or Services in accordance with the applicable Order, the Mandatory Policies, these Conditions and any additional Schedules.
Customer: Means the person who purchases the Goods and/or Services from the Supplier as set out in the applicable Order.
Customer Materials: Has the meaning given to it in clause 5.3.9.
Customer's Representative: Means the employee representative nominated by the Customer and whose contact details are specified in the applicable Order, or notified by the Customer to the Supplier in writing from time to time.
Deliverables: All documents, products and materials developed by the Supplier or its agents, contractors and employees as part of or in relation to the Services in any form or media, including drawings, maps, plans, diagrams, designs, pictures, computer programs, data, specifications and reports (including drafts).
Delivery Location: The address for delivery of the Goods, as set out in the applicable Order, or such other location as instructed by the Customer prior to delivery.
Dispute: Has the meaning given to it in clause 13.1.
Dispute Notice: Has the meaning given to it in clause 13.1.1.
Force Majeure Event: An event, circumstance or cause beyond a party's reasonable control.
Goods: The goods (or any part of them) as set out in the applicable Order.
Mandatory Policies: Means the various policies and procedures of the Customer as set out in the Customer's "IQD Code of Conduct - Business Practice and Ethics" document, a copy of which has been provided to the Supplier and which the Customer may amend by way of notification to the Supplier from time to time.
Order: The Customer's order for the for the Goods and/or Services as set out in the Commercial Terms, or in the Customer's purchase order form, or in the Customer's written acceptance of the Suppliers quotation, as the case may be.
Price: The price for the Goods and/or Services, as set out in the applicable Order.
Services: The services (or any part of them) as set out in the applicable Order.
Supplier: The person who supplies the Goods and/or Services to the Customer as set out in the applicable Order.
Supplier's Representative: Means the employee representative nominated by the Supplier and whose contact details are specified in the applicable Order or notified by the Supplier to the Customer in writing from time to time
Supplier's VAT Number: The VAT number of the Supplier and as stated in the applicable Order.
VAT: Value added tax or any equivalent tax chargeable in the UK or elsewhere.
A reference to legislation or a legislative provision is a reference to it as amended or re-enacted. A reference to legislation or a legislative provision includes all subordinate
legislation made under that legislation or legislative provision.
1.2.2 Any phrase introduced by the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
1.2.3 A reference to writing or written includes emails.
2 BASIS OF CONTRACT
2.1 This Contract is made up of the following terms:
2.1.1 The applicable Order;
2.1.2 These Conditions; and
2.1.3 The Mandatory Policies.
2.2 If there is any conflict or ambiguity between the terms of the different documents set out in this clause 2.1 of these Conditions, the terms of the document listed first in this clause shall prevail in preference to a subsequently listed document.
2.3 The Customer may submit an Order to the Supplier for Goods and/or Services at any time. An Order constitutes an offer by the Customer to purchase Goods and/or Services in accordance with the Contract.
2.4 The Order shall be deemed to be accepted on the earlier of:
2.4.1 the Supplier issuing written acceptance of the Order; or
2.4.2 any act by the Supplier consistent with fulfilling the Order,
2.5 At which point and on which date the Contract shall come into existence (Commencement Date).
2.6 These Conditions apply to the Contract to the exclusion of any other terms that the Supplier seeks to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
2.7 All of these Conditions shall apply to the supply of both Goods and Services by the Supplier except where the application to one or the other is specified.
2.8 The Supplier waives any right it might otherwise have to rely on any term endorsed upon, delivered with or contained in any documents of the Supplier that is inconsistent with the applicable Order and/or these Conditions.
2.9 The Customer may amend or cancel an Order in whole or in part at any time before delivery of the Goods or Services by giving the Supplier written notice. The Customer shall pay the Supplier fair and reasonable compensation for any work in progress on the Goods or Services at the time of termination, but such compensation shall not include loss of anticipated profits or any consequential loss.
3 SUPPLY OF GOODS
3.1 The Supplier warrants that the Goods shall on delivery and for a period of 12 (twelve) months from the date of delivery (Warranty Period):
3.1.1 correspond with the applicable part number in the Order;
3.1.2 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979, as amended) and fit for any purpose held out by the Supplier or made known to the Supplier by the Customer expressly or by implication, and in this respect the Customer relies on the Supplier's skill and judgement;
3.1.3 where they are manufactured products, be free from defects in design, material and workmanship and remain so for 12 (twelve) months after delivery; and
3.1.4 comply with all applicable statutory and regulatory requirements relating to the manufacture, labelling, packaging, storage, handling and delivery of the Goods.
3.2 The Supplier shall ensure that at all times it has and maintains all the licences, permissions, authorisations, consents and permits that it needs to carry out its obligations under the Contract.
3.3 The Customer has the right to inspect and test the Goods at any time before delivery.
3.4 If following such inspection or testing the Customer considers that the Goods do not conform or are unlikely to comply with the Supplier's undertakings at clause 3.1, the Customer shall inform the Supplier and the Supplier shall immediately take such remedial action as is necessary to ensure compliance.
3.5 Notwithstanding any such inspection or testing, the Supplier shall remain fully responsible for the Goods and any such inspection or testing shall not reduce or otherwise affect the Supplier's obligations under the Contract, and the Customer shall have the right to conduct further inspections and tests after the Supplier has carried out its remedial actions.
4 DELIVERY OF GOODS
4.1 The Supplier shall ensure that:
4.1.1 the Goods are properly packed and secured in such manner as to enable them to reach their destination in good condition;
4.1.2 Each delivery of Goods is accompanied by a delivery note which shows the date of the Order, the Order number (if any), 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
4.1.3 If the Supplier requires the Customer to return any packaging material to the Supplier, that fact is clearly stated on the delivery note; and any such packaging material shall be returned to the Supplier at the cost of the Supplier.
4.2 The Supplier shall deliver the Goods specified in each Order:
4.2.1 on or before the date specified in the Order ;
4.2.2 at the Delivery Location; and
4.2.3 during the Customer's normal business hours on a Business Day, or as instructed by the Customer.
4.3 Delivery of Goods is completed on the completion of unloading of those Goods at the Delivery Location.
4.4 If the Customer rejects any Goods, they are returnable at the Supplier's risk and expense. If the Supplier fails to collect the rejected Goods within a reasonable period after notification of the rejection, the Customer may charge the Supplier storage costs and sell or dispose of the rejected Goods. The Customer will account to the Supplier for the proceeds of sale (if any) after deducting the purchase price paid for the Goods, storage costs and its reasonable costs and expenses in connection with the sale.
4.5 The Supplier shall not deliver Orders in instalments without the Customer's prior written consent. Where it is agreed that Orders may be delivered by instalments, such instalments shall be invoiced separately. However, failure by the Supplier to deliver any one instalment on time or at all, or any defect in an instalment, shall entitle the Customer to the remedies set out in clause 6.
4.6 Title and risk in the Goods shall only pass to the Customer on completion of delivery at the Delivery Location.
5 SUPPLY OF SERVICES
5.1 The Supplier shall from the Commencement Date supply the Services to the Customer in accordance with the terms of the Contract.
5.2 The Supplier shall meet any performance dates for the Services specified in the Order or that the Customer notifies to the Supplier and time is of the essence in relation to any of those performance dates.
5.3 In providing the Services, the Supplier shall:
5.3.1 co-operate with the Customer in all matters relating to the Services, and comply with all instructions of the Customer;
5.3.2 perform the Services with the best care, skill and diligence in accordance with best practice in the Supplier's industry, profession or trade;
5.3.3 use personnel who are suitably skilled and experienced to perform tasks assigned to them, and in sufficient number to ensure that the Supplier's obligations are fulfilled in accordance with the Contract;
5.3.4 ensure that the Services will conform with all descriptions, standards and specifications set out in the Order, and that the Deliverables shall be fit for any purpose that the Customer expressly or impliedly makes known to the Supplier;
5.3.5 provide all equipment, tools and vehicles and such other items as are required to provide the Services;
5.3.6 use the best quality goods, materials, standards and techniques, and ensure that the Deliverables, and all goods and materials supplied and used in the Services or transferred to the Customer, will be free from defects in workmanship, installation and design;
5.3.7 obtain and at all times maintain all licences and consents which may be required for the provision of the Services;
5.3.8 observe all health and safety rules and regulations and any other security requirements that apply at any of the Customer's premises;
5.3.9 hold all materials, equipment and tools, drawings, specifications and data supplied by the Customer to the Supplier (Customer Materials) in safe custody at its own risk, maintain the Customer Materials in good condition until returned to the Customer, and not dispose of or use the Customer Materials other than in accordance with the Customer's written instructions or authorisation;
5.3.10 not do or omit to do anything which may cause the Customer to lose any licence, authority, consent or permission upon which it relies for the purposes of conducting its business, and the Supplier acknowledges that the Customer may rely or act on the Services; and
5.3.11 comply with any additional obligations as set out in any applicable Order.
6 CUSTOMER REMEDIES
6.1 If the Supplier fails to deliver the Goods by the applicable delivery date, or to perform the Services by the applicable date, or both, the Customer shall, without limiting or affecting any of its other rights or remedies available to it, have any one or more of the following rights and remedies:
6.1.1 to terminate the Contract with immediate effect by giving written notice to the Supplier;
6.1.2 to refuse to accept any subsequent performance of the Services and/or delivery of the Goods which the Supplier attempts to make;
6.1.3 to recover from the Supplier any costs incurred by the Customer in obtaining substitute goods and/or service from a third party;
6.1.4 to require a refund from the Supplier of sums paid in advance for Services that the Supplier has not provided and/or Goods that it has not delivered; and
6.1.5 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 meet such dates.
6.2 If the Supplier has delivered Goods that do not comply with the undertakings set out in clause 3.1, then, without limiting or affecting other rights or remedies available to it, the Customer shall have one or more of the following rights and remedies, whether or not it has accepted the Goods:
6.2.1 to terminate the Contract with immediate effect by giving written notice to the Supplier;
6.2.2 to reject the Goods (in whole or in part) whether or not title has passed and to return them to the Supplier at the Supplier's own risk and expense;
6.2.3 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);
6.2.4 to refuse to accept any subsequent delivery of the Goods which the Supplier attempts to make;
6.2.5 to recover from the Supplier any expenditure incurred by the Customer in obtaining substitute goods from a third party; and
6.2.6 to claim damages for any additional costs, loss or expenses incurred by the Customer arising from the Supplier's failure to supply Goods in accordance with clause 3.1.
6.3 If the Supplier has supplied Services that do not comply with the requirements of clause 5.3.4 then, without limiting or affecting other rights or remedies available to it, the Customer shall have one or more of the following rights and remedies:
6.3.1 to terminate the Contract with immediate effect by giving written notice to the Supplier;
6.3.2 to return the Deliverables to the Supplier at the Supplier's own risk and expense;
6.3.3 to require the Supplier to provide repeat performance of the Services, or to provide a full refund of the price paid for the Services;
6.3.4 to refuse to accept any subsequent performance of the Services which the Supplier attempts to make;
6.3.5 to recover from the Supplier any expenditure incurred by the Customer in obtaining substitute services or deliverables from a third party; and
6.3.6 to claim damages for any additional costs, loss or expenses incurred by the Customer arising from the Supplier's failure to comply with clause 5.3.4.
6.4 These Conditions shall apply to any repaired or replacement Goods and/or any substituted or remedial services supplied by the Supplier.
6.5 The Customer's rights and remedies under the Contract are in addition to its rights and remedies implied by statute and common law.
7 CUSTOMER'S OBLIGATIONS
7.1 The Customer shall:
7.1.1 provide the Supplier with reasonable access at reasonable times to the Customer's premises for the purpose of providing the Services; and
7.1.2 provide such necessary information for the provision of the Services as the Supplier may reasonably request.
8 PRICE AND PAYMENT
8.1 The Customer shall pay for Goods in accordance with this clause 8.
8.2 The Price for the Goods:
8.2.1 shall be the price set out in the applicable Order;
8.2.2 excludes amounts in respect of VAT, which the Customer shall additionally be liable to pay to the Supplier at the prevailing rate, subject to the receipt of a valid VAT invoice; and
8.2.3 shall include the costs of packaging, insurance and carriage of the Goods; and no extra charges shall be effective unless agreed in writing and signed by the Customer.
8.3 The Price for the Services shall be set out in the applicable Order and shall be the full and exclusive remuneration of the Supplier in respect of the performance of the Services in that applicable Order. Unless otherwise agreed in writing by the Customer, the charges shall include every cost and expense of the Supplier directly or indirectly incurred in connection with the performance of the Services; and no extra charges shall be effective unless agreed in writing and signed by the Customer.
8.4 In respect of the Goods, the Supplier shall invoice the Customer on or at any time after the completion of delivery. In respect of the Services, the Supplier shall invoice the Customer on completion of the Services. The Supplier shall ensure that each invoice includes such supporting information required by the Customer to verify the accuracy of the invoice, including the date of the Order, the invoice number, the relevant purchase order number, and the Supplier's VAT Number.
8.5 The Customer shall pay correctly rendered invoices within 30 (thirty) days of receipt of the invoice. Payment shall be made to the bank account nominated in writing by the Supplier.
8.6 If a party fails to make any payment due to the other under the Contract by the due date for payment, then the defaulting party shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
8.7 The Supplier shall maintain complete and accurate records of the time spent and materials used by the Supplier in providing the Services, and the Supplier shall allow the Customer to inspect such records at all reasonable times on request.
8.8 The Customer may at any time, without notice to the Supplier, set off any liability of the Supplier to the Customer against any liability of the Customer to the Supplier, whether either liability is present or future, liquidated or unliquidated, and whether or not either liability arises under the Contract. If the liabilities to be set off are expressed in different currencies, the Customer may convert either liability at a market rate of exchange for the purpose of set-off. Any exercise by the Customer of its rights under this clause shall not limit or affect any other rights or remedies available to it under the Contract or otherwise.
9 CUSTOMER MATERIALS
9.1 The Supplier acknowledges that the Customer Materials and all rights in the Customer Materials are and shall remain the exclusive property of the Customer. The Customer grants the Supplier a fully paid-up, non-exclusive, royalty-free, non-transferable licence to use the Customer Materials for the duration of the Contract for the purposes of supplying the Goods and/or Services to the Customer. The Supplier shall keep the Customer Materials in safe custody at its own risk, maintain them in good condition until returned to the Customer.
10.1 The Supplier shall indemnify the Customer in full and on demand against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by the Customer arising out of or in connection with:
10.1.1 any claim made against the Customer for actual or alleged infringement of a third party's intellectual property rights arising out of or in connection with the supply or use of the Goods, or receipt, use or supply of the Services (excluding the Customer Materials);
10.1.2 any claim made against the Customer by a third party for death, personal injury or damage to property arising out of or in connection with defects in Goods, as delivered, or the Deliverables; and
10.1.3 any claim made against the Customer by a third party arising out of or in connection with the supply of the Goods, as delivered, or the Services.
10.2 This clause 10 shall survive termination of the Contract.
11.1 During the term of the Contract and for a period of at least seven (7) years thereafter, the Supplier shall maintain in force, with a reputable insurance company, professional indemnity insurance, product liability insurance and public liability insurance to cover the liabilities that may arise under or in connection with the Contract, and shall, on the Customer's request, produce both the insurance certificate giving details of cover and the receipt for the current year's premium in respect of each insurance. The Supplier shall ensure that the Customer's interest is noted on each insurance policy, or that a generic interest clause has been included.
11.2 On taking out and on renewing each policy referred to in clause 11.1, the Supplier shall promptly send a copy of the receipt for the premium to the Customer. On the Customer's written request, the Supplier shall provide the Customer with copies of the certificates for each insurance policy and details of the cover provided.
11.3 The Supplier shall ensure that any subcontractor used by the Supplier in connection with the Goods and/or Services provided by the Supplier under this Contract shall each maintain adequate levels of insurance cover having regard to the obligations under this Contract which such subcontractor is contracted to fulfil for, or on behalf of, the Supplier.
11.4 In relation to any Goods to be shipped by the Supplier to, or for and on behalf of, the Customer, the Supplier shall at all times have the responsibility to, and shall, insure any such Goods from the date of dispatch from the Supplier to the date of delivery at the Delivery Location. The Supplier acknowledges and agrees that notwithstanding any Incoterms Rules that may be agreed between the Supplier and the Customer for the carriage of such Goods, any Incoterms Rules as they relate to the responsibility for insurance shall not apply.
11.5 The Supplier shall:
11.5.1 do nothing to invalidate any insurance policy or to prejudice the Customer's entitlement under it; and
11.5.2 notify the Customer if any policy is (or will be) cancelled or its terms are (or will be) subject to any material change.
11.6 The Supplier's liabilities under this Contract shall not be deemed to be released or limited by the Supplier taking out the insurance policies referred to in clause 11.
12 COMPLIANCE WITH RELEVANT LAWS AND POLICIES
12.1 In performing its obligations under the Contract, the Supplier shall:
12.1.1 comply with all applicable laws, statutes, regulations and codes from time to time in force; and
12.1.2 comply with the Mandatory Policies.
12.2 The Customer may immediately terminate the Contract for any breach of clause 12 by the Supplier.
13 DISPUTE RESOLUTION PROCEDURE
13.1 If a dispute arises out of or in connection with this Contract or the existence, performance, validity, enforceability or termination of it (Dispute), then, the parties shall follow the procedure set out in this clause:
13.1.1 either party shall give to the other written notice of the Dispute, setting out its nature and full particulars (Dispute Notice), together with relevant supporting documents; and on service of the Dispute Notice, the Customer's Representative and the Supplier's Representative shall attempt in good faith to resolve the Dispute; and
13.1.2 if the Customer's Representative and the Supplier's Representative are for any reason unable to resolve the Dispute within 30 (thirty) Business Days of service of the Dispute Notice, the Dispute shall be referred to a senior officer or director of the Customer and a senior officer or director of the Supplier who shall attempt in good faith to resolve it; and
13.1.3 if the senior officers or Directors are for any reason unable to resolve the Dispute within 30 (thirty) Business Days of it being referred to them both, the parties agree to enter into mediation in good faith to settle the Dispute in accordance with the LCIA Mediation Rules, which Rules are deemed to incorporated by reference in to this clause; and
13.1.4 if the Dispute is not settled by mediation within ten (10) Business Days of the commencement of the mediation, or such further period as the parties shall agree in writing, the Dispute shall be referred to and finally resolved by arbitration under the LCIA Rules, which Rules are deemed to be incorporated by reference into this clause; and
13.1.5 the language to be used in the dispute resolution, in the mediation and in the arbitration shall be English; and the governing law of the contract shall be the substantive law of England and Wales; and in any arbitration commenced pursuant to this clause, the number of arbitrators shall be one; and the seat, or legal place, of arbitration shall be London, England.
14.1 Without limiting its other rights or remedies, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
14.1.1 the other party commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 20 (twenty) Business Days of that party being notified in writing to do so;
14.1.2 the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), obtaining a moratorium, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
14.1.3 the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
14.1.4 the other party's financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to the terms of this Contract is in jeopardy.
14.2 Termination of the Contract shall not affect any of the parties' rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of this Contract which existed at or before the date of termination.
14.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
15 ASSIGNMENT AND OTHER DEALINGS
15.1 The Customer may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with all or any of its rights and obligations under the Contract.
15.2 Subject to clause 15.3, the Supplier shall not assign, transfer, mortgage, charge, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract without the prior written consent of the Customer.
15.3 The Supplier is permitted to subcontract its rights and obligations under the Contract, on the conditions precedent that the Supplier: (i) gives the Customer prior written notice of any such contracting arrangement and includes the identity of the relevant sub-contractor and a copy of the proposed contract in such notice; and (ii) acknowledges and agrees that it shall remain fully responsible and liable for all the acts and/or omissions of any such sub-contractor as if such acts and/or omissions were its own.
16.1 Force majeure. Neither party shall be in breach of this Contract nor liable for delay in performing, or failure to perform, any of its obligations under this Contract if such delay or failure results from a Force Majeure Event. The time for performance of such obligations shall be extended accordingly. If the period of delay or non-performance continues for twelve (12) weeks, the party not affected may terminate the Contract by giving 20 (twenty) Business Days' written notice to the affected party.
16.2.1 Each party undertakes that it shall not at any time during this Contract, and for a period of two (2) years after termination or expiry of this Contract, disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party or of any member of the group to which the other party belongs, except as permitted by clause 16.2.2 For the purposes of this clause, group means, in relation to a party, that party, any subsidiary or holding company from time to time of that party, and any subsidiary from time to time of a holding company of that party.
16.2.2 Each party may disclose the other party's confidential information:
188.8.131.52 to its employees, officers, representatives, contractors, sub-contractors or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under or in connection with this Contract; and each party shall ensure that its employees, officers, representatives, contractors, sub-contractors or advisers to whom it discloses the other party's confidential information comply with this clause 16.2.2; and
184.108.40.206 as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
16.2.3 Neither party shall use the other party's confidential information for any purpose other than to perform its obligations under this Contract.
16.3 Entire agreement. This Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
16.4 Variation. No variation of this Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
16.5 Waiver. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
16.6 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
16.7.1 Any notice or other communication given to a party under or in connection with the Contract shall be in writing and in English (or accompanied by an accurate translation in English), addressed to that party at its registered office or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered by hand, or sent by pre-paid first class post, pre-paid first class airmail, or other next working day delivery service, or email to the Customer's Representative email or the Supplier's Representative email (as applicable).
Version 1.0 7th July2022