A.F. Blakemore and Son Ltd Terms and Conditions of Sale
The Buyer's attention is in particular drawn to the provisions of clause 10.4. The Company may update these
Conditions periodically and will be made available on the website. It is the Buyer’s responsibility to check the website
regularly to ensure the Buyer is aware of and understands the Conditions which apply on the date the Buyer places
any order with the Company. Please read these Conditions carefully and ensure that you understand them before
placing an order for Goods and/or Services with us.
1. INTERPRETATION
1.1. The definitions and rules of interpretation in this condition apply in these Conditions.
Buyer: the person, firm or company whose order for goods is accepted by the Company.
Business Day: refers to a working day other than a Saturday, Sunday or public holiday in England when banks in
London are open for business.
Company: A.F. Blakemore and Son Limited (Company number: 00391135) with registered office at of Long Acres
Industrial Estate, Rosehill, Willenhall, West Midlands WV13 2JP
Conditions: refers to these Terms and Conditions of Trading, which may be updated from time to time.
Contract: the contract between the Company and the Buyer for the sale and purchase of the Goods, in
accordance with these Conditions.
Delivery Point: the place where delivery of the Goods is to take place under clause 4.
Force Majeure Event: an event, circumstance or cause beyond the buyer’s reasonable control.
Goods: any goods agreed in the Contract to be supplied to the Buyer by the Company (including any part or parts
of them).
Handball: where the Goods are off-loaded from cages on the Company’s, or its nominated third party’s, delivery
vehicles directly into the Buyer’s premises.
Order: means a written or electronic order of the Goods from the Buyer to the Company.
1.2. 1.3. 1.4. 1.5. 1.6. A reference to a law is a reference to it as it is in force for the time being taking account of any amendment,
extension, application or re-enactment and includes any subordinate legislation for the time being in force
made under it.
Words in the singular include the plural and, in the plural, include the singular.
A reference to one gender includes a reference to the other gender.
Condition headings do not affect the interpretation of these conditions.
A reference to writing or written includes email but not fax.
2. BASIS OF THE CONTRACT
2.1. The Buyer entering into a transaction with the Company expressly warrants that it is authorised to accept
and accepts these Conditions not only for itself but also as agent for and on behalf of all other persons who
are or may thereafter become interested in the Company’s Goods whether in whole or in part.
2.2. These Conditions apply to the Contract to the exclusion of all other terms and conditions including any terms
or conditions which the Buyer purports to apply under any purchase order, order form, confirmation of order,
specification or other document or any other terms and conditions which the Buyer seeks to impose or
incorporate or which are implied by law, trade custom, practice or course of dealing. These Conditions shall
be deemed to be incorporated in all documents emanating from the Company and acceptance of delivery of
the Goods from the Company shall be conclusive evidence before any court or arbitrator that the Conditions
apply to the sale of such Goods.
2.3. No terms or conditions endorsed on, delivered with, or contained in the Buyer's Order, specification or other
document shall form part of the Contract simply as a result of such document being referred to in the
Contract.
2.4. The Buyer acknowledges that it has not relied on any statement, promise or representation made or given by
or on behalf of the Company which is not set out in the Contract. Nothing in this condition shall exclude or
limit the Company's liability for fraudulent misrepresentation.
2.5. Each Order by the Buyer from the Company constitutes an offer by the Buyer to buy Goods subject to these
Conditions. It is the buyer’s responsibility to ensure that the terms of any Order are complete and accurate.
2.6. The Order shall only be deemed to be accepted by the Company on the earlier of i) the Company delivering
the Goods to the Buyer; or ii) the Company issuing a written acceptance of the Order at which point the
Contract shall come into existence.
2.7. The Company reserves the right to accept, refuse or cancel any Order in full or in part. Should an Order be
refused or cancelled by the Company, the Buyer shall not be entitled to claim any compensation whatsoever.
No Orders may be cancelled by any Buyer without the prior written agreement of the Company.
2.8. A quotation for the Goods by the Company shall not constitute an offer. Unless otherwise stated in writing,
any quotation is valid until midnight on the day that it is given, provided that the Company has not previously
withdrawn it and unless otherwise stated is an illustrative estimate only and the price charged will be the
Company's price current at the date of delivery.
2.9. Where there is a written trading or other agreement between the Company and the Buyer the terms of that
agreement will take precedence, in the event of any inconsistency between these conditions and that
agreement.
2.10. The Company reserves the right not to accept the Order, or, if accepted, not to deliver the Order until all
outstanding payments have been received by the Company. The Company reserves the right to vary or
withdraw a customer’s credit limit as the Company shall in its absolute discretion see fit and the Company
shall be entitled to refuse to deliver the Goods on credit whether an order has been accepted or not, should
the Company consider it appropriate in all the circumstances.
3. GOODS
3.1. The quantity and description of the Goods shall be as set out in the Company's written acceptance of Order or
delivery note.
3.2. All samples, drawings, descriptive matter, specifications and advertising produced by or on behalf of the
Company and any descriptions or illustrations contained in the Company's catalogues or brochures (whether
digital or otherwise) are produced for the sole purpose of giving an approximate idea of the Goods described
in them. They shall not form part of the Contract and they shall not have any contractual force.
4. DELIVERY
4.1. Delivery of the Goods shall take place once the Goods are off-loaded from the Company’s, or its nominated
third party’s, delivery vehicle at the Buyer’s place of business. The Buyer agrees to accept deliveries of the
Goods on cages unless previously agreed by the Company. The Buyer undertakes to provide all reasonable
assistance and not cause unreasonable delay to the Company or its nominated third party, in effecting all
deliveries of the Goods including Handball Deliveries.
4.2. 4.3. The Buyer shall take delivery of the Goods within the stipulated time frame agreed.
Any dates and/or times specified by the Company for delivery of the Goods are intended to be an estimate
and time for delivery shall not be made of the essence by notice. If no dates and/or times are specified,
delivery shall be made within a reasonable time.
4.4. 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 Buyer to terminate or rescind the Contract.
4.5. If for any reason the Buyer fails to accept delivery of any of the Goods when they are ready for delivery, or
the Company is unable to deliver the Goods on time because the Buyer has not provided appropriate
instructions, documents, licences or authorisations or the Company suspends delivery of the Goods:
4.5.1. risk in the Goods shall pass to the Buyer (including for loss or damage caused by the Company's
negligence);
4.5.2. 4.5.3. the Goods shall be deemed to have been delivered; and
the Company may store the Goods until delivery, whereupon the Buyer shall be liable for all related
costs and expenses (including, without limitation, storage, demurrage, handling fees and insurance).
4.6. The Buyer shall provide at the Delivery Point and at its expense adequate and appropriate equipment and
manual labour for loading and unloading of the Goods and the Company may decline to deliver Goods to the
Buyer if in the Company's opinion, it would be unsafe, unlawful, unreasonably difficult to do so or if the layout
or condition of the Buyer's premises makes it unsuitable to do so.
4.7. If the Company delivers to the Buyer a quantity of Goods of less than the quantity accepted by the Company,
the Buyer shall not be entitled to object to or reject the Goods or any of them because of the shortfall and
shall pay for such goods at the pro rata Contract rate.
4.8. The Company may deliver the Goods by separate instalments. Each separate instalment shall be invoiced
and paid for in accordance with the provisions of the Contract. Each instalment shall be a separate Contract
and no cancellation or termination of any one Contract relating to an instalment shall entitle the Buyer to
repudiate or cancel any other Contract or instalment.
4.9. At the time of delivery, the Buyer shall sign all appropriate documentation as requested by the Company
thereby evidencing that the Goods have been duly delivered to the Buyer.
5. NON-DELIVERY/RETURNS
5.1. The quantity of any consignment of Goods as recorded by the Company on dispatch from the Company's
place of business shall be conclusive evidence of the quantity received by the Buyer on delivery, unless the
Buyer can provide conclusive evidence proving the contrary.
5.2. The Company shall not be liable for any non-delivery of Goods (even if caused by the Company's negligence)
unless the Buyer gives notice to the Company of the non-delivery within 1 Business Day of the date when the
Goods would in the ordinary course of events have been collected or delivered.
5.3. Any liability of the Company for non-delivery of the Goods shall be limited to replacing the Goods within a
reasonable time or issuing a credit note at the pro rata Contract rate against any invoice raised for such
Goods.
5.4. 5.5. The Company does not operate a "sale or return" policy.
The Buyer may not return Goods without the issue of an appropriate uplift note which must be signed both by
the Company's driver and the Buyer as evidence of the Goods collected on behalf of the Company. An uplift
note is issued by the Company solely as a record of collection and does not constitute a guarantee of credit
the issuance of which shall remain at the sole discretion of the Company.
5.6. The Buyer shall return all cages and returnable containers to the Company in good condition.
6. RISK/TITLE
6.1. 6.2. Risk in the Goods shall pass to the Buyer upon completion of delivery of the Goods.
Title in the Goods shall not pass to the Buyer until the Company has received payment in full in cleared funds
of all sums due to it in respect of:
6.2.1. the Goods; and
6.2.2. all other sums which are or which become due to the Company from the Buyer on any account in
which case title to the Goods shall pass at the time of payment of all such sums; and
6.2.3. the Buyer resells the Goods, in which case title to the Goods shall pass to the Customer at the time
specified in clause 6.4.
6.3. Until title to the Goods has passed to the Buyer, the Buyer shall:
6.3.1. 6.3.2. hold the Goods on a fiduciary basis as the Company's bailee;
store the Goods (at no cost to the Company) separately from all other goods of the Buyer or any third
party in such a way that they remain readily identifiable as the Company's property;
6.3.3. 6.3.4. not destroy, deface or obscure any identifying mark or packaging on or relating to the Goods; and
maintain the Goods in satisfactory condition and keep them insured on the Company's behalf for their
full price against all risks to the reasonable satisfaction of the Company. On request the Buyer shall
produce the policy of insurance to the Company.
6.4. Subject to clause 6.5, the Buyer may resell or use the Goods in the ordinary course of business (but not
otherwise) before ownership has passed to it solely on the following conditions:
6.4.1. any sale shall be affected in the ordinary course of the Buyer's business at full market value; and
6.4.2. any such sale shall be a sale of the Company's property on the Buyer's own behalf and the Buyer shall
deal as principal, and not as the Company’s agent, when making such a sale; and
6.4.3. title to the Goods shall pass from the Company to the Buyer immediately before the time at which
resale by the Buyer occurs.
6.5. At any time before title to the Goods passes to the Buyer, the Company may:
6.5.1. by notice in writing, terminate the Buyer’s right under clause 6.4 to resell the Goods or use them in
the ordinary course of its business; and
6.5.2. require the Buyer to deliver up all Goods in its possession that have not been resold or irrevocably
incorporated into another product and if the Buyer fails to do so promptly, enter any premises of the
Buyer or of any third party where the Goods are stored in order to recover them.
6.6. The Buyer's right to possession of the Goods shall terminate immediately if:
6.6.1. the Buyer has a bankruptcy order made against him or makes an arrangement or composition with
his creditors, or otherwise takes the benefit of any statutory provision for the time being in force for
the relief of insolvent debtors, or (being a body corporate) convenes a meeting of creditors (whether
formal or informal), or enters into liquidation (whether voluntary or compulsory) except a solvent
voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver and/or
manager, administrator or administrative receiver appointed over its undertaking or any part thereof,
or documents are filed with the court for the appointment of an administrator of the Buyer or notice
of intention to appoint an administrator is given by the Buyer or its directors or by a qualifying floating
charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986), or a resolution
is passed or a petition presented to any court for the winding-up of the Buyer or for the granting of an
administration order in respect of the Buyer, or any proceedings are commenced relating to the
insolvency or possible insolvency of the Buyer; or
6.6.2. the Buyer suffers or allows any execution, whether legal or equitable, to be levied on his/its property
or obtained against him/it, or fails to observe or perform any of his/its obligations under the Contract
or any other contract between the Company and the Buyer, or is unable to pay its debts within the
meaning of section 123 of the Insolvency Act 1986 or the Buyer ceases to trade; or
6.6.3. the Buyer encumbers or in any way charges any of the Goods.
6.7. The Company shall be entitled to recover payment for the Goods notwithstanding that ownership of any of
the Goods has not passed from the Company.
6.8. The Buyer grants the Company, its agents and employees an irrevocable licence at any time to enter any
premises where the Goods are or may be stored in order to inspect them, or, where the Buyer's right to
possession has terminated, to recover them.
6.9. On termination of the Contract, howsoever caused, the Company's (but not the Buyer's) rights contained in
this clause 6 shall remain in effect.
7. PRICE
7.1. Unless otherwise agreed by the Company in writing, the price for the Goods shall be the price current at the
time of delivery. The Company reserves the right to adjust the price of Goods prior to delivery of all or any
portion of the Goods
7.2. 7.3. The price for the Goods shall be exclusive of any value added tax.
The Company may invoice the Buyer for the Goods at any time on or after the completion of delivery pursuant
to clause 4.
7.4. Current wholesale and retail prices are made available to the Buyer on a regular basis. All items will be
subject to the rebate and discount schemes issued separately with no allowance being made for non-delivery.
Recommended retail prices shown in the price list and on case labels are recommended retail prices only
and are not binding on the Buyer and are not necessarily manufacturers’ recommended retail prices. No
liability will be accepted for any loss or damage or expenses attributable to the absence of, or error in, printed
prices or bar codes.
8. PAYMENT
8.1. Subject to clause 8.3, payment of the price for the Goods is due in pounds sterling by BACS within 7 days of
date of invoice, unless otherwise agreed in writing by the Company. Time for payment shall be of the
essence.
8.2. The Buyer shall make all payments due under the Contract in full without any deduction whether by way of
set-off, counterclaim, discount, abatement or otherwise. No payment shall be deemed to have been received
until the Company has received cleared funds.
8.3. All payments payable to the Company under the Contract shall become due immediately on its termination
despite any other provision.
8.4. If the Buyer fails to pay the Company any sum due pursuant to the Contract, the Buyer shall be liable to pay
interest to the Company on such sum from the due date for payment under the Late Payment of Commercial
Debts (Interest) Act 1998 ("the Act").
8.5. If the Buyer fails to pay to the Company any sum due pursuant to the Contract, if the Buyer becomes insolvent
or subject to any of the events in clause 6.6 or if the Buyer breaches any of these Conditions or any other
provisions of the Contract, then without prejudice to the other provisions of these Conditions and to any other
right or remedies available to the Company the Company shall be entitled to:
8.5.1. cancel the Contract or suspend any further deliveries to the Buyer under the Contract without any
liability to the Buyer and if any Goods have been delivered to the Buyer and not paid for the price will
become due and payable immediately notwithstanding any previous agreement or arrangement to
the contrary;
8.5.2. appropriate any payment made by the Buyer to such of the Goods (or the goods supplied under any
contract between the Buyer and the Company) as the Company may think fit (notwithstanding any
purported appropriation by the Buyer); or
8.5.3. cancel any discount offered to the Buyer.
8.6. If the Buyer fails to pay to the Company on the due date any sum payable pursuant to the Contract the
Company shall be entitled to:
8.6.1. claim fixed sum compensation from the Buyer under section 5A of the Act to cover the Company's
credit control overhead costs; and
8.6.2. recover under clause 8.8 the cost of any legal action taken by the Company against the Buyer in
respect of any failure to pay.
8.7. If at any time, there shall be any sums outstanding from the Buyer to the Company, the Company will have a
lien over any of the Buyer's property which is in the Company's possession.
8.8. In the event that the Buyer fails to pay to the Company on the due date any sum payable pursuant to the
Contract or is in breach of any of its obligations under the Contract, all costs and expenses incurred by the
Company including those incurred in the recovery of the outstanding sum shall be recoverable from the Buyer
on a full indemnity basis (including all legal and debt recovery costs).
8.9. Without prejudice to its other rights and remedies, the Company reserves the right to charge the Buyer a
£100 fee (or such other amount as the Company may notify the Buyer from time to time) for any direct
debits which do not clear fully into the Company’s bank accounts or for any missed payments or payments
which do not clear or are bounced back.
9. QUALITY
9.1. The Company warrants that (subject to the other provisions of these conditions) on delivery, the Goods shall
be of satisfactory quality within the meaning of the Sale of Goods Act 1979.
9.2. The Company shall not be liable for a breach of the warranty in clause 9.1, unless:
9.3. 9.4. 9.2.1. the Buyer gives notice of the defect to the Company, and, if the defect is as a result of damage in
transit to the carrier, within 1 Business Day of the time when the Buyer discovers or ought to have
discovered the defect; and
9.2.2. the Company is given a reasonable opportunity after receiving the notice of examining such Goods
and the Buyer (if asked to do so by the Company) returns such Goods to the Company's place of
business at the Company's cost for the examination to take place there. If it is subsequently
determined that such Goods were not defective or that any defect was not caused as a result of
any action or omission of the Company, then the Company reserves the right to charge the Buyer
for the costs involved in the return and examination of such Goods.
The Company shall not be liable for a breach of the warranty in clause 9.1 if:
9.3.1. 9.3.2. the Buyer makes any further use of such Goods after giving such notice; or
the defect arises because the Buyer failed to follow the Company's oral or written instructions as
to the storage, installation, commissioning, use or maintenance of the Goods or (if there are none)
good trade practice; or
9.3.3. the Buyer alters such Goods without the written consent of the Company.
Subject to clause 9.2 and clause 9.3, if any of the Goods do not conform with the warranty in clause 9.1 the
9.5. Company shall at its option replace such Goods (or the defective part) or refund the price of such Goods at
the pro rata Contract rate provided that, if the Company so requests, the Buyer shall, at the Company's
expense, return the Goods or the part of such Goods which is defective to the Company.
Except as provided in this clause 9, the Company shall have no further liability for a breach of the warranty
in clause 9.1 in respect of such Goods.
10. LIMITATION OF LIABILITY
10.1. Subject to clause 4, clause 5 and clause 9, the following provisions set out the entire financial liability of the
Company (including any liability for the acts or omissions of its employees, agents and sub-contractors) to
the Buyer in respect of:
10.1.1. any breach of these Conditions;
10.1.2. any use made or resale by the Buyer of any of the Goods; and
10.1.3. any representation, statement or tortious act or omission including negligence arising under or in
connection with the Contract.
10.2. All warranties, conditions and other terms implied (including but not limited to terms implied by sections 13 to
15 of the Sale of Goods Act 1979) by statute or common law are, to the fullest extent permitted by law,
excluded from the Contract.
10.3. Nothing in these conditions excludes or limits the liability of the Company:
10.3.1. for death or personal injury caused by the Company's negligence; or
10.3.2. for any matter which it would be illegal for the Company to exclude or attempt to exclude its liability;
or
10.3.3. for fraud or fraudulent misrepresentation.
10.4. Subject to clause 10.2 and clause 10.3:
10.4.1. the Company's total liability in contract, tort (including negligence or breach of statutory duty),
misrepresentation, restitution or otherwise, arising in connection with the performance or
contemplated performance of the Contract shall be limited to the Contract price; and
10.4.2. the Company shall not be liable to the Buyer for loss of profit, loss of sales or business, loss of
agreements or contracts, loss of anticipated savings, loss of or damage to goodwill in each case
whether direct, indirect or consequential, or any claims for consequential compensation
whatsoever (howsoever caused) which arise out of or in connection with the Contract.
10.5. The Company accepts no liability for use of the Goods or sale of the Goods by the Buyer after expiry of the
shelf-life period for such Goods.
11. TERMINATION
11.1. Without limiting its other rights or remedies, the Company may terminate the Contract with immediate effect by
giving written notice to the Buyer if:
11.1.1. the Buyer commits a material breach of any of the Contract and if (such a breach is remediable)
fails to remedy that breach within 7 days of that party being notified in writing to do so;
11.1.2. the Buyer 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;
11.1.3. the Buyer suspends, threatens to suspend, ceases or threatens to cease to carry on all or a
substantial part of its business; or
11.1.4. the Buyer’s financial position deteriorates so far as to reasonably justify the opinion that its ability
to give effect to the terms of the Contract is in jeopardy
11.2. Without limiting its other rights or remedies, the Company may suspend provision of the Goods under the
Contract or any other contract between the Buyer and the Company if the Buyer becomes subject to any of
the events listed in clause 11.1.1 to clause 11.1.4 above, or the Company reasonably believes that the Buyer
is about to become subject to any of them, or if the Buyer fails to pay any amount due under the Contract or
any other contract between the Buyer and the Company on the due date for payment.
11.3. Without limiting its other rights or remedies, the Company many terminate the Contract with immediate effect
by giving written notice to the Buyer if the Buyer fails to pay amount due under the Contract on the due date
for payment. Without prejudice to the foregoing, the Company may in the event of the Buyer’s default in
paying any sum due under the Contract or any other contract, suspend delivery of the Goods until such default
shall have been remedied in full.
11.4. On termination of the Contract for any reason the Buyer shall immediately pay to the Company all of the
Company’s outstanding unpaid invoices and interest and, in respect of Goods supplied but for which no
invoice has been submitted, the Company shall submit an invoice, which shall be payable by the Buyer
immediately on receipt.
11.5. Termination of the Contract, however arising, 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 the Contract which
existed at or before the date of termination.
11.6. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on
or after termination of the Contract shall remain in full force and effect.
12. ASSIGNMENT
12.1. The Company may assign the Contract or any part of it to any person, firm or company without prior consent.
12.2. The Buyer shall not be entitled to assign the Contract or any part of it without the prior written consent of the
Company.
13. FORCE MAJEURE
The Company reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the
Goods ordered by the Buyer (without liability to the Buyer) if it is prevented from or delayed in the carrying on of its
business due to circumstances beyond the reasonable control of the Company including, without limitation, acts of
God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire,
explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party's
workforce), non-performance by suppliers or sub-contractors, or restraints or delays affecting carriers or inability or
delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a
continuous period in excess of 60 days, the Buyer shall be entitled to give notice in writing to the Company to
terminate the Contract.
14. GENERAL
14.1. No agent or employee of the Company has the Company’s authority to alter or vary these Conditions, unless it
is in writing and signed by a Director of the Company.
14.2. Each right or remedy of the Company under the Contract is without prejudice to any other right or remedy of
the Company whether under the Contract or not.
14.3. If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to
be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such
illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the
remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect.
14.4. Failure or delay by the Company in enforcing or partially enforcing any provision of the Contract shall not be
construed as a waiver of any of its rights under the Contract. Any waiver by the Company of any breach of, or
any default under, any provision of the Contract by the Buyer shall not be deemed a waiver of any subsequent
breach or default and shall in no way affect the other terms of the Contract.
14.5. The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the
Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
14.6. Any notice given to a party under or in connection with the Contract shall be in writing and shall be delivered by
hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a
company) or its principal place of business (in any other case).
14.7. Any notice shall be deemed to have been received:
14.7.1. if delivered by hand, at the time the notice is left at the proper address;
14.7.2. if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am
on the second Business Day after posting.
14.8. Clause 14.6 and clause 14.7 do not apply to the service of any proceedings or other documents in any legal
action or, where applicable, any arbitration or other method of dispute resolution.
14.9. The Contract, and any dispute or claim arising out of or in connection with its subject matter or formation
(including non-contractual disputes or claims) shall be governed by, and construed in accordance with English
law and the parties submit to the exclusive jurisdiction of the English courts.
v1.0 (November 2025) A. F. Blakemore and Son Limited