Terms and Conditions

THE FOLLOWING CONTRACT TERMS APPLY TO ORDERS NOT ORDERED ON OUR WEBSITE:

Quadrant PC LTD CONTRACT TERMS AND CONDITIONS FOR SALE OF GOODS & SERVICES

1. DEFINITIONS (a) "Seller" means Quadrant PC Limited. (b) "Buyer" means the person, firm or company to whom goods or services are supplied. (c) "Goods" means any charts, publications or equipment supplied. (d) "Services" means any services rendered by the Seller to the Buyer, including chart correction services.

2. GENERAL Unless otherwise agreed in writing, these conditions shall supersede any terms and conditions stipulated, incorporated or referred to by the Buyer. The Buyer acknowledges that it has been offered other terms of contract, including the opportunity to pay a higher price in return for the Seller accepting alternative terms and conditions.

3. QUOTATIONS AND PRICE (a) Any quotation by the Seller constitutes an offer on the part of the Seller, which may be withdrawn or varied at any time by the Seller until receipt of the Buyer's acceptance. Any order from the Buyer shall constitute the Buyer's acceptance of the Seller's quotation and may not be withdrawn by the Buyer. (b) The prices quoted apply only to the quantities and deliveries specified by the Seller in its quotation or in the acceptance of the Buyer's order. (c) For charts and Publications, orders are accepted only on condition that products will be invoiced at the price ruling at the date of actual despatch, unless otherwise agreed between the Seller and the Buyer.

4. TERMS OF PAYMENT (a) The Buyer shall pay for the Goods and Services without deduction at the price agreed plus V.A.T. (where applicable) within 30 days of invoice date, unless otherwise agreed. (b) In the event that any invoice is overdue for payment, the Seller reserves the right to disallow any discount otherwise available to the Buyer, and to charge interest on any overdue payment, in accordance with the latest U.K. legislation. (c) The Seller reserves the right to invoice, and the Buyer agrees to pay for all Goods when ready for shipment, whenever shipment is delayed pursuant to Buyer's written instruction or for any other reason beyond the Seller's control.

5. DELIVERY The Seller reserves the right to select the means of transport and the routes in the event of not having specific shipping instructions at the time that the Goods become available for shipment. All freight charges will be payable by the Buyer unless otherwise agreed between the Seller and the Buyer. No liability for the delay in delivery will be accepted by the Seller due to act of God, civil or military commotions, fire, labour disturbances, strikes and lock-outs, default by the Seller's suppliers or any other cause beyond the Seller's control. In the event of delay occurring through any such cause, the delivery date shall be extended for a reasonable length of time but not less than the period of the delay.

6. PACKING The Seller shall endeavour to prepare all shipments so that they will not break, bend, or otherwise deteriorate in transit, but does not guarantee against such damage. Unless requested in writing by the Buyer, no shipments

are insured by the Seller against damage or loss in transit. The Seller will place insurance as nearly as possible in accordance with the Buyer's written instructions and in such case the Seller acts only as an agent of the Buyer. 7. NON-PAYMENT The Seller reserves the right to terminate any unfulfilled contract if: (a) Any payment shall be overdue in respect of this or any other contract between the Buyer and the Seller, provided that the Seller may, as its option, done without prejudice to its rights of termination, delay or suspend deliveries hereunder whilst any such payment shall be outstanding. (b) The Buyer becomes bankrupt or insolvent, or steps are taken towards winding up, or a receiver as administrator is appointed over the Buyer.

8. RETURNS The Seller will not accept any request for credit in respect of goods returned, unless authority is granted in writing. A handling charge of 20 per cent will be made on accepted returns for 'standard products'. Specially manufactured products will have a handling charge of up to 50 per cent levied against authorised returns.

9. WARRANTY (a) The Seller's warranty is subject to the Terms of Payment being strictly observed. (b) The Seller warrants that the Goods and Services will comply with the description provided by the Seller in relation to quality and quantity subject to such tolerances as are normally accepted in the trade. The Buyer must notify the Seller in writing of any claim for defect or nonconformity within 7 days of supply. The buyer's punctual and valid claim will be met, at the option of the Seller by replacement or repair by the Seller or by repayment of any sum paid by the buyer in the repair of the defective goods and faulty workmanship. (c) The above warranty is given by the Seller subject to the following conditions: (i) The Seller shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Seller's instructions (whether oral or in writing), misuse or alteration or repair of the goods without the Seller's approval. (ii) The above warranty does not extend to parts, materials, software or equipment not manufactured by the Seller in respect of which the Buyer shall only be entitled to benefit if any such warranty or guarantee as is given by the manufacturer to the Seller. (iii) Except as expressly provided in this clause the Goods and Services are sold without any warranty whether express or implied and any warranty imposed by common law or statute law or EC law including but not limited to the warranty of the merchantable quality and the implied warranty of fitness for a particular purpose contained in the Sale of Goods Act 1979, in so far as permitted by law, is expressly excluded.

10. TITLE AND RISK (a) Ownership of the title of the Goods shall not pass to the Buyer until payment in full for the Goods has been made notwithstanding delivery to the Buyer. (b) Until ownership and title of the Goods has passed to the Buyer the Seller may at any time subsequent to the due date for payment for the Goods require that the Goods be returned to the Seller, failing which the Seller shall be entitled to enter the Buyer's vessel or premises to recover possession of the Goods without relieving the Buyer of its obligation to make payment for the Goods. (c) Notwithstanding that ownership and title remain with the Seller, risk of loss (consequential and/or direct loss) and damage shall pass to the Buyer on delivery of the Goods to the Buyer's order except where a Carrier is engaged to deliver the Goods in which case delivery is deemed to take place on delivery to the nominated carrier.

11. LIABILITY (a) Except in respect of death or personal injury caused by the Seller's negligence, the Seller shall not be liable for any loss (consequential and/or direct), damage or injury of any kind whatsoever including without prejudice to the generality of the foregoing, indirect or consequential loss or damage, loss of profit or increased costs or expenses occasioned to the buyer or any employee, agent or representative of the Buyer or any other person howsoever caused except as provided by statute or by any provision hereunder. (b) The liability of the Seller in connection with the contract shall not exceed the contract price. (c) The Buyer shall indemnify and hold harmless the Seller against claims at the instance of third parties except to the extent that the Seller is liable under this contract. (d) If for any reason the above sub-clauses are not enforceable, the Seller' s liability in contract, including negligence or breach of duty (statutory or otherwise), or any other kind of liability whatsoever shall be limited to £25,000 GBP.

12. CANCELLATION The Seller reserves the right to seek damages for cancelled orders

13. WAIVER Any failure by the Seller to enforce any or all of these conditions shall not be construed as a waiver of any of its rights hereunder.

14. THESE CONDITIONS TO PREVAIL These conditions shall override any terms or conditions sought to be incorporated in any way by the Buyer in the contract. In the event of the Buyer's terms and conditions containing clauses which are inconsistent with or which purport to exclude the Seller's conditions in any manner, such clauses shall be of no effect and the Seller's conditions of sale shall prevail.

15. PROPER LAW AND JURISDICTION The supply of Goods and Services shall be governed and construed according to the laws of Northern Ireland and any question of interpretation or dispute shall be settled in the Courts of Northern Ireland or, at the option of the Seller, by arbitration in Northern Ireland by an Arbitrator appointed by the Seller in accordance with the provisions of the Arbitration Act 1996 or any statutory re-enactment or modification thereof.