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Privacy Policy

1. Definition

All processing of personal data by IPS Flow Systems, otherwise referred to as 'the company' is within the scope of this procedure.

 

2. Responsibilities

1. The Data Protection Officer / GDPR Representative is responsible for ensuring that the privacy notice(s) is correct and that mechanisms exist such as having the

2. Privacy Notice(s) on the company website to make all data subjects aware of the contents of this notice prior the company commencing collection of their data.

3. All staff that need to collect personal data are required to follow this procedure.

 

3. Procedure Article 12

1. The company identifies the legal basis for processing personal data before any processing operations take place by clearly establishing, defining and documenting:

1.1. the specific purpose of processing the personal data and the legal basis to process the data under:

1.1.1. consent obtained from the data subject;

1.1.2. performance of a contract where the data subject is a party;

1.1.3. legal obligation that the company is required to meet;

1.1.4. protect the vital interests of the data subject, including the pro-tection of rights and freedoms;

1.1.5. official authority of the company or to carry out the processing that is in the public interest;

1.1.6. necessary for the legitimate interests of the data controller or third party, unless the processing is overridden by the vital inter-ests, including rights and freedoms;

1.1.7. national law.

1.2. any special categories of personal data processed and the legal basis to process the data under:

1.2.1. explicit consent obtained from the data subject;

1.2.2. necessary for employment rights or obligations;

1.2.3. protect the vital interests of the data subject, including the pro-tection of rights and freedoms;

1.2.4. necessary for the legitimate activities with appropriate safe-guards;

1.2.5. personal data made public by the data subject;

1.2.6. legal claims;

1.2.7. substantial public interest;

1.2.8. preventive or occupational medicine, for the assessment of the working capacity of the employee, medical diagnosis, provision of health or social care treatment, or management of health and social care systems and services, under the basis that appropri-ate contracts with health professionals and safeguards are in place;

1.2.9. public health, ensuring appropriate safeguards are in place for the protection of rights and freedoms of the data subject, or pro-fessional secrecy;

1.2.10. national laws in terms of processing genetic, biometric or health data.

2. The company records this information in line with its data protection impact as-sessment and data inventory.

 

4. Privacy notices

1. When personal data collected from data subject with consent

1.1. the company is transparent in its processing of personal data and provides the data subject with the following:

1.1.1. the company identity, and contact details of the Data Protection Officer / GDPR Representative and any data protection repre-sentatives;

1.1.2. The purpose(s), including legal basis, for the intended processing of personal data (clause 4.2 below);

1.1.3. Where relevant, the company legitimate interests that provide the legal basis for the processing;

1.1.4. Potential recipients of personal data;

1.1.5. Any information regarding the intention to disclose personal data to third parties and whether it is transferred outside the EU. In such circumstances, the company will provide information on the safeguards in place and how the data subject can also obtain a copy of these safeguards;

1.1.6. If the company is based outside of the EU and the data subject resides within it (the EU), the company provides the data subject with contact details of a data protection representative in the EU;

1.1.7. Any information on website technologies used to collect personal data about the data subject;

1.1.8. Any other information required to demonstrate that the pro-cessing is fair and transparent.

1.2. All information provided to the data subject is in an easily accessible for-mat (PDF, printed letter, email), using clear and plain language, especially for personal data addressed to a child.

1.3. the company facilitates the data subject's rights in line with the data pro-tection policy and the subject access request procedure.

1.4. Privacy notice for this personal data processing is recorded

2. When data is contractually required for processing

2.1. the company processes data without consent in order to fulfil contractual obligations (such as bank details to process salaries, postal address in or-der to supply products and services, etc.).

2.2. Privacy notice for this personal data processing is recorded

3. When personal data has been obtained from a source other than the data subject

3.1. the company makes clear the types of information collected as well as the source of the personal data (publicly accessible sources) and provides the data subject with:

3.1.1. the company (data controller) identity, and contact details of the Data Protection Officer / GDPR Representative and any data pro-tection representatives;

3.1.2. The purpose(s), including legal basis, for the intended processing of personal data;

3.1.3. Categories of personal data;

3.1.4. Potential recipients of personal data;

3.1.5. Any information regarding disclosing personal data to third parties and whether it is transferred outside the EU - the company will provide information on the safeguards in place and how the data subject can also obtain a copy of these safeguards;

3.1.6. Any other information required to demonstrate that the pro-cessing is fair and transparent.

3.2. Privacy notice for this personal data processing is recorded

1. The company provides the information stated in clauses 3 and 4 above within:

1.1. one month of obtaining the personal data, in accordance with the specific circumstances of the processing;

1.2. at the first instance of communicating in circumstances where the personal data is used to communicate with the data subject;

1.3. when personal data is first disclosed in circumstances where the personal data is disclosed to another recipient.

2. Clauses 3 and 4 above do not apply:

2.1. If the data subject already has the information;

2.2. If the provision of the above information proves impossible or would in-volve an excessive effort;

2.3. If obtaining or disclosure of personal data is expressly identified by Mem-ber State law; or

2.4. If personal data must remain confidential subject to an obligation of pro-fessional secrecy regulated by Member State law, including a statutory ob-ligation of secrecy.

 

Contacting us

If you have any questions about this Privacy Policy, the practices of this site, or your dealings with this site, please contact us at:

IPS Flow Systems,
Seaham Grange Industrial Estate,
Seaham,
Co. Durham,
SR7 0PT,
England
0191 521 3111

sales@ipsflowsystems.com

This document was last updated May 2018

1. Definition

All data subjects whose personal data is collected, in line with the requirements of the GDPR.

 

2. Responsibilities

2.1. The Data Protection Officer / GDPR Representative is responsible for ensuring that this notice is made available to data subjects prior to IPS Flow Systems (otherwise referred to as 'the company') collecting/processing their personal data.

2.2. All Employees/Staff Members of the company who interact with data subjects are responsible for ensuring that this notice is drawn to the data subject's attention and their consent to the processing of their data is secured.

 

3. Privacy notice

3.1. About Us

Our Data Protection Officer can be contacted directly here:

E-mail: dpo@ipsflowsystems.com

Tel: (0191 5213111)

 

The personal data we would like to [collect from/process on] you is:

Personal data type: Source (where IPS obtained the personal data from if it has not been collected directly from you, the data subject. Note if the personal data has been accessed from publicly accessible sources):

Name, Address, Telephone Number (Inc. mobile), e-mail, postal address Directly from source - initial enquiry / account ap-plication form, BDM's, Internal Sales, Supplier Leads / Referral.

The personal data we collect will be used for the following purposes:

  • To assist with legitimate day to day business activities.
  • To improve customer service - the information you provide helps us respond to your customer service requests and support needs more efficiently.
  • To personalize user experience - We may use information in the aggregate to un-derstand how our Users as a group use our services and resources provided on our Site.
  • To improve our website - We may use feedback you provide to improve our prod-ucts and services.
  • To process payments - We may use the information Users provide about them-selves when placing an order only to provide service to that order. We do not share this information with outside parties except to the extent necessary to provide the service.
  • To send periodic emails - We may use the email address to send User information and updates pertaining to their order. It may also be used to respond to their inquir-ies, questions, and/or other requests.
  • Marketing Activities - Info on new products & services, handbook & exhibitions.
  • Training

 

Our legal basis for processing for the personal data:

  • Legitimate Business Interest
  • Contractual Necessity
  • Consent

 

Any legitimate interests pursued by us, or third parties we use, are as follows:

3.2. Consent

By consenting to this privacy notice you are giving us permission to process your per-sonal data specifically for the purposes identified.

Consent is required for the company to process both types of personal data, but it must be explicitly given. Where we are asking you for sensitive personal data we will always tell you why and how the information will be used.

You may withdraw consent at any time by contacting the Data Protection Officer (DPO) by e-mail, (dpo@ipsflowsystems.com).

3.3. Disclosure

The company will not pass on your personal data to third parties without first obtaining your consent.

3.4. Retention period

The Company will process and store personal data until such time as withdrawal is re-quested or the subject data has left their employment and in line with the company's data retention policy.

3.5. Your rights as a data subject

At any point while we are in possession of or processing your personal data, you, the data subject, have the following rights:

  • Right of access - you can ask us what information that we hold about you.
  • Right of rectification - you can ask us to correct data that we hold about you that is inaccurate or incomplete.
  • Right to be forgotten - in certain circumstances you can ask for the data we hold about you to be erased from our records.
  • Right to restriction of processing - where certain conditions apply to have a right to restrict the processing.
  • Right of portability - you have the right to have the data we hold about you trans-ferred to another organisation.
  • Right to object - you have the right to object to certain types of processing such as direct marketing.
  • Right to object to automated processing, including profiling - you also have the right to be subject to the legal effects of automated processing or profiling.
  • Right to judicial review: in the event that the company refuses your request under rights of access, we will provide you with a reason as to why. You have the right to complain as outlined in clause 3.6 below.

 

All of the above requests will be forwarded on should there be a third party involved (as stated in 3.4 above) in the processing of your personal data.

3.6. Complaints

In the event that you wish to make a complaint about how your personal data is being processed by the company (or third parties as described in 3.4 above), or how your complaint has been handled, you have the right to lodge a complaint directly with the supervisory authority and the companies Data Protection Officer / GDPR Representa-tive.

The details for each of these contacts are:

Supervisory authority contact details Data Protection Officer (DPO) contact details

Contact Name: Information Commissioner's Office Data Protection Officer

Address line 1: Wycliffe House Seaham Grange Ind. Estate

Address line 2: Water Lane Seaham

Address line 3: Wilsmslow Co. Durham

Address line 4: Cheshire SR7 0PT

Address line 5: SK9 5AF

Email: dpo@ipsflowsystems.com

Telephone: 0303 123 1113 0191 5213111

3.7. Privacy statement

Read more about how and why we use your data on our web site www.ipsflowsystems.com or request a copy of our privacy document.

 

4. Online privacy statement

Personal data

Under the EU's General Data Protection Regulation (GDPR) personal data is defined as:

"any information relating to an identified or identifiable natural person ('data sub-ject'); an identifiable natural person is one who can be identified, directly or indi-rectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person".

 

How we use your information

This privacy notice tells you how we, IPS Flow Systems, will collect and use your per-sonal data, for example:

To improve customer service - Information you provide helps us respond to your cus-tomer service requests and support needs more efficiently.

To personalize user experience - We may use information in the aggregate to under-stand how our Users as a group use the services and resources provided on our Site.

To improve our Site - We may use feedback you provide to improve our products and services.

To process payments - We may use the information Users provide about themselves when placing an order only to provide service to that order. We do not share this in-formation with outside parties except to the extent necessary to provide the service.

To send periodic emails - We may use the email address to send User information and updates pertaining to their order. It may also be used to respond to their inquiries, questions, and/or other requests.

[outline further information on services and activities that you collect personal data, for example: cookies, profiling, complaints, subscriptions, etc.)]

Why do we need to collect and store personal data?

In order for us to provide you with our products and services we need to collect per-sonal data for correspondence purposes and/or detailed service provision. In any event, we are committed to ensuring that the information we collect and use is appro-priate for this purpose, and does not constitute an invasion of your privacy.

In terms of being contacted for marketing purposes IPS Flow Systems would contact you for additional consent.

Will we share personal data with anyone else?

We may pass your personal data on to third-party service providers contracted to IPS Flow Systems in the course of dealing with you. Any third parties that we may share your data with are obliged to keep your details securely, and to use them only to fulfil the service they provide you on our behalf, for example, making deliveries. When they no longer need your data to fulfil this service, they will dispose of the details in line with company procedures. If we wish to pass your sensitive personal data onto a third par-ty we will only do so once we have obtained your consent, unless we are legally re-quired to do otherwise.

How will we use the personal data collected?

The company will process (collect, store and use) the information you provide in a manner compatible with the EU's General Data Protection Regulation (GDPR). We will endeavour to keep your information accurate and up to date, and not keep it for long-er than is necessary. The company is required to retain information in accordance with the law, such as information needed for income tax and audit purposes. How long cer-tain kinds of personal data should be kept may also be governed by specific business-sector requirements and agreed practices. Personal data may be held in addition to these periods depending on individual business needs.

Under what circumstances will we contact you?

Our aim is not to be intrusive, and we undertake not to ask irrelevant or unnecessary questions. Moreover, the information you provide will be subject to rigorous measures and procedures to minimise the risk of unauthorised access or disclosure.

Can you find out the personal data that the organisation holds about you?

The company, at your request, can confirm what information we hold about you and how it is processed. If the company does hold personal data about you, you can re-quest the following information:

  • Identity and the contact details of the person or organisation that has determined how and why to process your data. In some cases, this will be a representative in the EU.
  • Contact details of the data protection officer, where applicable.
  • The purpose of the processing as well as the legal basis for processing.
  • If the processing is based on the legitimate interests of the company or a third par-ty, information about those interests.
  • The categories of personal data collected, stored and processed.
  • Recipient(s) or categories of recipients that the data is/will be disclosed to.
  • If we intend to transfer the personal data to a third country or international organisa-tion, information about how we ensure this is done securely. The EU has approved sending personal data to some countries because they meet a minimum standard of data protection. In other cases, we will ensure there are specific measures in place to secure your information.
  • How long the data will be stored.
  • Details of your rights to correct, erase, restrict or object to such processing.
  • Information about your right to withdraw consent at any time.
  • How to lodge a complaint with the supervisory authority.
  • Whether the provision of personal data is a statutory or contractual requirement, or a requirement necessary to enter into a contract, as well as whether you are obliged to provide the personal data and the possible consequences of failing to provide such data.
  • The source of personal data if it wasn't collected directly from you.

 

What forms of ID will you need to provide in order to access this?

The company accepts the following forms of ID when information on your personal data is requested:

(Passport, driving license, birth certificate, utility bill (from last 3 months), etc.)

 

Contact details of the Data Protection Officer / GDPR Representative:

Data Protection Officer

IPS Flow Systems

Seaham Grange Industrial Estate

Seaham

Co. Durham

SR7 0PT

0191 5213111

dpo@ipsflowsystems.com

 

Contacting us

If you have any questions about this Privacy Policy, the practices of this site, or your dealings with this site, please contact us at:

 

IPS Flow Systems,
Seaham Grange Industrial Estate,
Seaham,
Co. Durham,
SR7 0PT,
England
0191 521 3111

sales@ipsflowsystems.com

This document was last updated May 2018

This Privacy Policy governs the manner in which IPS Flow Systems collects, uses, maintains and discloses information collected from users (each, a "User") of the ipsflowsystems.com website ("Site"). This privacy policy applies to the Site and all products and services offered by IPS Flow Systems.

Personal identification information

We may collect personal identification information from Users in a variety of ways, including, but not limited to, when Users visit our site, register on the site, place an order, fill out a form, and in connection with other activities, services, features or resources we make available on our Site. Users may be asked for, as appropriate, name, email address, mailing address, phone number. Users may, however, visit our Site anonymously. We will collect personal identification information from Users only if they voluntarily submit such information to us. Users can always refuse to supply personally identification information, except that it may prevent them from engaging in certain Site related activities.

Non-personal identification information

We may collect non-personal identification information about Users whenever they interact with our Site. Non-personal identification information may include the browser name, the type of computer and technical information about Users means of connection to our Site, such as the operating system and the Internet service providers utilized and other similar information.

Web browser cookies

Our Site may use "cookies" to enhance User experience. User's web browser places cookies on their hard drive for record-keeping purposes and sometimes to track information about them. User may choose to set their web browser to refuse cookies, or to alert you when cookies are being sent. If they do so, note that some parts of the Site may not function properly.

How we use collected information

IPS Flow Systems may collect and use Users personal information for the following purposes:

- To improve customer service
Information you provide helps us respond to your customer service requests and support needs more efficiently.

- To personalize user experience
We may use information in the aggregate to understand how our Users as a group use the services and resources provided on our Site.

- To improve our Site
We may use feedback you provide to improve our products and services.

- To process payments
We may use the information Users provide about themselves when placing an order only to provide service to that order. We do not share this information with outside parties except to the extent necessary to provide the service.

- To send periodic emails
We may use the email address to send User information and updates pertaining to their order. It may also be used to respond to their inquiries, questions, and/or other requests.

How we protect your information

We adopt appropriate data collection, storage and processing practices and security measures to protect against unauthorized access, alteration, disclosure or destruction of your personal information, username, password, transaction information and data stored on our Site. We do not store any credit or debit card information and all payments are processed by an external, secure provider.

Sharing your personal information

We do not sell, trade, or rent Users personal identification information to others. We store all personal data in a secure manner and only use this data to facilitate the processing of your order.

Third party websites

Users may find content on our Site that links to the sites and services of our partners and suppliers. We do not control the content or links that appear on these sites and are not responsible for the practices employed by websites linked to or from our Site. In addition, these sites or services, including their content and links, may be constantly changing. These sites and services may have their own privacy policies and customer service policies. Browsing and interaction on any other website, including websites which have a link to our Site, is subject to that website's own terms and policies.

Changes to this privacy policy

IPS Flow Systems has the discretion to update this privacy policy at any time. When we do, we will post a notification on the main page of our Site. We encourage Users to frequently check this page for any changes to stay informed about how we are helping to protect the personal information we collect. You acknowledge and agree that it is your responsibility to review this privacy policy periodically and become aware of modifications.

Your acceptance of these terms

By using this Site, you signify your acceptance of this policy and terms of service. If you do not agree to this policy, please do not use our Site. Your continued use of the Site following the posting of changes to this policy will be deemed your acceptance of those changes.

Contacting us

If you have any questions about this Privacy Policy, the practices of this site, or your dealings with this site, please contact us at:

IPS Flow Systems,
Seaham Grange Industrial Estate,
Seaham,
Co. Durham,
SR7 0PT,
England
0191 521 3111

sales@ipsflowsystems.com

This document was last updated May 2018

This privacy policy sets out how this website (hereafter "IPS Flow Systems") uses and protects any information that you give the Store while using this website. The Store is committed to ensuring that your privacy is protected. Should we ask you to provide certain information by which you can be identified when using this website, then you can be assured that it will only be used in accordance with this privacy statement. The Store may change this policy from time to time by updating this page. You should check this page from time to time to ensure that you are happy with any changes.

What we collect

We may collect the following information:

  • name
  • contact information including email address
  • demographic information such as postcode, preferences and interests
  • other information relevant to customer surveys and/or offers

What we do with the information we gather

We require this information to understand your needs and provide you with a better service, and in particular for the following reasons:

  • Internal record keeping.
  • We may use the information to improve our products and services.
  • We may periodically send promotional emails about new products, special offers or other information which we think you may find interesting using the email address which you have provided.
  • From time to time, we may also use your information to contact you for market research purposes. We may contact you by email, phone, fax or mail. We may use the information to customise the website according to your interests.

Security

We are committed to ensuring that your information is secure. In order to prevent unauthorised access or disclosure, we have put in place suitable physical, electronic and managerial procedures to safeguard and secure the information we collect online.

How we use cookies

A cookie is a small file which asks permission to be placed on your computer's hard drive. Once you agree, the file is added and the cookie helps analyse web traffic or lets you know when you visit a particular site. Cookies allow web applications to respond to you as an individual. The web application can tailor its operations to your needs, likes and dislikes by gathering and remembering information about your preferences.

We use traffic log cookies to identify which pages are being used. This helps us analyse data about web page traffic and improve our website in order to tailor it to customer needs. We only use this information for statistical analysis purposes and then the data is removed from the system.

Overall, cookies help us provide you with a better website, by enabling us to monitor which pages you find useful and which you do not. A cookie in no way gives us access to your computer or any information about you, other than the data you choose to share with us. You can choose to accept or decline cookies. Most web browsers automatically accept cookies, but you can usually modify your browser setting to decline cookies if you prefer. This may prevent you from taking full advantage of the website.

Links to other websites

Our website may contain links to other websites of interest. However, once you have used these links to leave our site, you should note that we do not have any control over that other website. Therefore, we cannot be responsible for the protection and privacy of any information which you provide whilst visiting such sites and such sites are not governed by this privacy statement. You should exercise caution and look at the privacy statement applicable to the website in question.

Controlling your personal information

You may choose to restrict the collection or use of your personal information in the following ways:

  • whenever you are asked to fill in a form on the website, look for the box that you can click to indicate that you do not want the information to be used by anybody for direct marketing purposes
  • if you have previously agreed to us using your personal information for direct marketing purposes, you may change your mind at any time by letting us know using our Contact Us information

We will not sell, distribute or lease your personal information to third parties unless we have your permission or are required by law to do so. We may use your personal information to send you promotional information about third parties which we think you may find interesting if you tell us that you wish this to happen.

You may request details of personal information which we hold about you under the Data Protection Act 1998. A small fee will be payable. If you would like a copy of the information held on you please email us this request using our Contact Us information.

If you believe that any information we are holding on you is incorrect or incomplete, please write to or email us as soon as possible, at the above address. We will promptly correct any information found to be incorrect.

 

List of cookies we collect

The table below lists the cookies we collect and what information they store.

Cookie Name Cookie Description
FORM_KEY Stores randomly generated key used to prevent forged requests.
PHPSESSID Your session ID on the server.
GUEST-VIEW Allows guests to view and edit their orders.
PERSISTENT_SHOPPING_CART A link to information about your cart and viewing history, if you have asked for this.
STF Information on products you have emailed to friends.
STORE The store view or language you have selected.
USER_ALLOWED_SAVE_COOKIE Indicates whether a customer allowed to use cookies.
MAGE-CACHE-SESSID Facilitates caching of content on the browser to make pages load faster.
MAGE-CACHE-STORAGE Facilitates caching of content on the browser to make pages load faster.
MAGE-CACHE-STORAGE-SECTION-INVALIDATION Facilitates caching of content on the browser to make pages load faster.
MAGE-CACHE-TIMEOUT Facilitates caching of content on the browser to make pages load faster.
SECTION-DATA-IDS Facilitates caching of content on the browser to make pages load faster.
PRIVATE_CONTENT_VERSION Facilitates caching of content on the browser to make pages load faster.
X-MAGENTO-VARY Facilitates caching of content on the server to make pages load faster.
MAGE-TRANSLATION-FILE-VERSION Facilitates translation of content to other languages.
MAGE-TRANSLATION-STORAGE Facilitates translation of content to other languages.

1 INTERPRETATION

1.1 In these Conditions the following expressions will have the following meanings unless inconsistent with the context: Business Day: any day excluding Saturday, Sunday or a bank or public holiday in England

Contract: any contract between IPS and the Customer for the sale and purchase of the Goods formed in accordance with clause 3

Contract Price: the total value excluding VAT of the Goods specified in the Order Confirmation Customer: the customer as stated on the Order Confirmation

Delivery Date: the date upon which the Goods are delivered to the Delivery Point

Delivery Note: the document accompanying the Goods on delivery and to be signed by the Customer or on behalf of the Customer to acknowledge receipt, whether or not such document is produced by IPS

Delivery Point: IPS's Premises or such other location as specified on an Order Confirmation at which delivery of the Goods is to take place

Due Date: the date by which payment of an invoice is due which shall be as specified by IPS, at IPS's discretion, either 30 days after the date of the invoice or prior to dispatch of the Goods

Fabricated and Custom Made Goods: Goods manufactured, fabricated or modified by IPS or on its behalf pursuant to designs, drawings or specifications provided by the Customer

Goods: the items purchased by the Customer from IPS as specified in an Order Confirmation

Intellectual Property Rights: all intellectual and industrial property rights including patents, know-how, registered trade marks, registered designs, utility models, applications for and rights to apply for any of the foregoing, unregistered design rights, unregistered trade marks, rights to prevent passing off for unfair competition and copyright, database rights, topography rights, domain names and any other rights in any invention, discovery or process, in each case in the United Kingdom and all other countries in the world and together with all renewals and extensions

IPS: International Plastic Systems Limited and where the context so admits, any reference to “IPS” shall include its employees, agents, subcontractors and other persons acting on behalf of IPS

IPS's Premises: Seaham Grange Industrial Estate, Seaham, Co. Durham SR7 0PT

Order: an order for Goods or acceptance of a quotation submitted by the Customer to IPS by email, fax, post or telephone Order Confirmation: an order confirmation document sent by IPS to the Customer, agreeing to fulfil the Order.

1.2 Words in the singular include the plural and in the plural include the singular.

1.3 A reference to a person includes an incorporated or unincorporated body.

1.4 A reference to a statute or statutory provision is a reference to it as it is in force for the time being taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it.

1.5 Unless the context otherwise requires, the words including and include and words of similar effect shall not be deemed to limit the general effect of the words which precede them.

1.6 The headings in the Contract are for ease of reference only and shall not affect its construction or interpretation.

2 GENERAL APPLICABILITY

2.1 The Contract shall be on these Conditions to the exclusion of all other terms and conditions (including any terms or conditions which the Customer purports to apply under any Order, confirmation of order, specification or other document).

2.2 These Conditions shall only be varied or amended where such variations or amendments have been confirmed in writing by IPS.

3 ACCEPTANCE OF ORDER

3.1 Each Order shall be deemed to be an offer by the Customer to buy the Goods subject to these Conditions.

3.2 The Customer shall ensure that the terms of its Order and any applicable specification are complete and accurate.

3.3 The Contract is formed when the Customer's Order is accepted by IPS, by way of a written or e-mailed Order Confirmation. In the absence of such Order Confirmation, delivery of the Goods will be deemed conclusive evidence of IPS's acceptance of the Customer's Order.

3.4 The Customer may not cancel the Contract once IPS has given its Order Confirmation.

3.5 Any quotation is valid for a period of 30 days only from its date (unless otherwise agreed by IPS in writing), provided that IPS has not previously withdrawn it. All quotations are made subject to the availability of products or materials.

4 THE GOODS

4.1 All samples, drawings, descriptive matter, illustrations, specifications and advertising issued by IPS (or the manufacturer of the Goods) and any descriptions or illustrations contained in IPS's catalogues, brochures and website are issued or published for the sole purpose of giving an approximate idea of the Goods represented or described in them. They will not form part of the Contract and this is not a sale by sample.

4.2 IPS may make changes to the specification, design, materials or finish of the Goods which:

4.2.1 - are required to conform with any applicable safety or other statutory or regulatory requirements; or

4.2.2 - do not materially affect their quality or performance.

4.3 Where a Customer orders goods or materials of a type, size or quality not produced by IPS in the ordinary course of business, IPS will use all reasonable endeavours to execute the Order. If it subsequently proves impossible, impracticable or uneconomical to carry out or complete the Order, IPS reserves the right to cancel the Contract or the incomplete balance thereof, in which event the Customer will only be liable to pay the Contract Price for such part of the Contract as has been performed (if any).

5 PRICES

Unless otherwise expressly stated the Contract Price is exclusive of Value Added Tax and any other tax or duty relating to the performance of the Contract and does not include delivery costs, handling costs or insurance.

6 TERMS OF PAYMENT

6.1 The Contract Price is payable on or prior to the Due Date and time for payment is of the essence.

6.2 If the Customer fails to make payment to IPS by the Due Date then without prejudice to any other rights which IPS may have, IPS may without liability suspend future deliveries of Goods on the same Contract and on any other Contract for the Customer until such time as payment is made or satisfactory security for payments has been provided. IPS also reserves the right to charge interest on overdue accounts at the rate of 3% per annum over the Base Lending Rate of National Westminster Bank Limited from time to time. Such interest shall accrue on a daily basis from the Due Date until the date of actual payment of the overdue amount. Notwithstanding this clause 6.2 IPS may in the alternative claim interest at its discretion under the Late Payment of Commercial Debts (Interest) Act 1998.

6.3 All payments payable to IPS under the Contract shall become due immediately upon termination of the Contract despite any other provision.

6.4 The Customer shall make all payments due under the Contract without any deduction whether by way of set off, counter claim or otherwise unless the Customer has a valid court order requiring an amount equal to such deduction to be paid by IPS to the Customer.

6.5 IPS may deliver the Goods by separate instalments. Each separate instalment will be invoiced and paid for separately.

7 DELIVERY DATES

7.1 All Delivery Dates quoted or specified in the Contract are estimated only and, unless otherwise agreed by IPS in writing, time for delivery shall not be of essence of the Contract. Lead times shall be computed from the date of IPS's despatch of the Order Confirmation.

7.2 Without prejudice to the generality of clause 7.1, IPS shall not be liable in any circumstances for delay caused by any act or omission of the Customer, including a failure to give detailed or adequate instructions, a failure to take delivery of the Goods when they are ready for delivery, variations requested by the Customer or delays on the part of the third parties supplying goods and/or materials to IPS (whether or not nominated by the Customer).

8 DELIVERY

8.1 Delivery will take place in one of the following ways as specified in the Order Confirmation and at the Customer's expense:

8.1.1 - the Customer will collect the Goods from the Delivery Point and risk in the Goods passes to the Customer upon signature of the Delivery Note by or on behalf of the Customer;

8.1.2 - the Goods are delivered by IPS to the Delivery Point and risk in the Goods passes upon signature of the Delivery Note by the Customer; or

8.1.3 - the Goods are delivered by a courier to the Delivery Point and risk in the Goods passes upon signature of the Delivery Note by the Customer.

8.2 Where goods are delivered by IPS it is done so on the understanding that the Delivery Point is accessible by metalled roads and that the Customer is responsible for off-loading and storage thereof.

9 IMPORT AND EXPORT LICENCES

The Customer is responsible for obtaining, at its own cost, such import licences and other documents, licences and consents in relation to the Goods as are required from time to time and, if required by IPS, the Customer shall make those licences and consents available to IPS prior to despatch of the Goods.

10 ASSIGNMENT AND SUB-CONTRACTING

The Customer may not assign or transfer or sub-contract any of its rights, benefits or obligations under the Contract without the prior written consent of IPS.

11 FORCE MAJEURE

IPS will be deemed not to be in breach of the Contract or otherwise liable to the Customer in any manner whatsoever for any failure or delay in performing its obligations under the Contract due to circumstances beyond the reasonable control of IPS including acts of God, fire, governmental actions, war or national emergency, acts or threat of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, offical or unofficial strikes or other labour disputes relating to a manufacturer or IPS, restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, inclement, or exceptional weather conditions, shortage of labour, materials, power or the Goods or in the case of Fabricated and Custom Made Goods, stocks or supplies necessary to manufacture such Fabricated and Customer Made Goods, or any other cause whatever beyond IPS's control or of an unexpected or exceptional nature. If the event in question continues for a continuous period in excess of 28 days, the Customer shall be entitled to give notice in writing to IPS to terminate the Contract. The notice to terminate must specify the termination date which must not be less than 14 days after the date on which the notice is served.

12 WARRANTY

12.1 IPS will, free of charge, within a period of 12 months from the date of delivery of Goods which are proved to the reasonable satisfaction of IPS to be defective due to defects in material, workmanship or design (other than a design made, furnished or specified by the Customer), repair, or at IPS's option, replace, such Goods. This obligation will not apply where:

12.1.1 - the Goods have been improperly altered in any way whatsoever, or have been subject to misuse or unauthorised repair;

12.1.2 - the Goods have been improperly installed or connected;

12.1.3 - any maintenance requirements or instructions as to storage relating to the Goods have not been complied with;

12.1.4 - the Customer has failed to notify IPS of any defect or suspected defect within 14 days of delivery where the defect should be apparent on reasonable inspection, or within 14 days of the same coming to the knowledge of the Customer where the defect is not one which should be apparent on reasonable inspection, and in any event no later than 12 months from the date of delivery of the Goods.

12.2 Any Goods which have been replaced will belong to IPS. Any repaired or replacement Goods will have the benefit of the warranty in clause 12.1 for the unexpired portion of the 12 month period from the date of delivery of the original Goods.

12.3 In relation to Goods not manufactured by IPS (including parts and components supplied by others for Fabricated and Custom Made Goods) IPS shall, in so far as it is able to do so, transfer to the Customer the benefit of any express guarantee or warranty by the manufacturer or supplier of such Goods.

12.4 A claim in relation to any Goods in accordance with clauses 12.1 and 12.2 will not entitle a Customer to terminate the Contract or any part thereof or to refuse to take delivery of or pay for the Goods or any other goods (whether under the same or any other contract with IPS).

12.5 This clause sets out the entire liability of IPS to the Customer in respect of any defects in the Goods.

13 LIMITATION OF LIABILITY

13.1 Nothing in these Conditions excludes or limits the liability of IPS for death or personal injury caused by IPS's negligence, fraudulent misrepresentation or for any other matter for which it would be illegal for IPS to exclude or attempt to exclude its liability.

13.2 Subject to clause 13.1, IPS shall not be liable to the Customer for pure economic loss, loss of profit, loss of business, or depletion of goodwill howsoever arising in each case whether direct, indirect or consequential, or any claims for consequential loss whatsoever (howsoever caused including those caused by the negligence of IPS) which arise out of or in connection with the Contract.

13.3 Subject to clauses 13.1 and 13.2, IPS's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the lesser of the Contract Price or £1,000,000.

13.4 IPS hereby excludes to the fullest extent permissible in law all conditions, warranties and stipulations, express (other than those set out in the Contract) or implied, statutory, customary or otherwise which, but for such exclusion, would or might subsist in favour of the Customer.

14 RETURN OF UNUSED GOODS

14.1 Goods purchased from IPS may, at IPS's sole discretion, be accepted by IPS for return to stock subject to notice of the return being given to IPS, the Goods being returned to IPS's Premises within 7 Business Days of the Delivery Date, the Goods being in the opinion of IPS in "as new" condition and in original packaging, provided always that such Goods were originally purchased from IPS. This clause 14.1 shall not apply to Fabricated and Custom Made Goods.

14.2 IPS will issue credit in full for the proportion of the Contract Price to which the Goods returned relate (excluding any carriage or extra costs incurred by IPS in the return of the Goods).

14.3 In the event that the Goods to be returned are delivered to IPS after 7 days from the Delivery Date, IPS may, at its sole discretion, accept return of the Goods and reserve the right to apply a minimum handling charge of 15% to any credit issued. The Customer shall in all cases be obliged to provide full details of the Delivery Date and associated documentation.

14.4 In relation to clauses 14.1 and 14.3 the Customer shall bear the cost of physical delivery of the Goods to IPS's Premises. Risk and title to the Goods will pass to IPS upon the issue of a Returns Receipt Form by IPS to the Customer.

14.5 In all cases IPS reserves the right to refuse to re-purchase Goods.

15 LOSS OR DAMAGE IN TRANSIT

15.1 Risk of damage to or loss of the Goods will pass to the Customer upon delivery in accordance with clause 8.1.

15.2 Claims for any damage, shortage or loss in transit must be made by the Customer as soon as practicable and in any case in writing within 48 hours of the Customer signing the Delivery Note.

16 TITLE TO GOODS

16.1 Title to the Goods will not pass to the Customer until IPS has received in full (in cash or cleared funds) all sums due to it in respect of the Goods and all other sums which are or which become due to IPS from the Customer on any account. Until such time the Customer shall hold the Goods as bailee for IPS and shall store the Goods in such a way that they are separately identifiable from other goods of the Customer.

16.2 The Customer shall be entitled to use the Goods in the normal course of business or to resell the Goods to third parties in the normal course of business.

16.3 The Customer's rights under clause 16.2 regarding the Goods or any article manufactured from or incorporating the Goods will terminate immediately upon the occurrence of any of the circumstances set out in clause 17.1.

16.4 IPS will be entitled to recover payment for the Goods notwithstanding that title in any of the Goods has not passed from IPS.

16.5 Until title to the Goods has passed to the Customer in accordance with clause 16.1, the Customer grants IPS an irrevocable licence at any time to enter any premises where such Goods are or may be stored in order to inspect them, or, where the Customer's right to possession has terminated, to recover them.

17 TERMINATION

17.1 IPS may by notice in writing terminate the Contract immediately upon the happening of any one or more of the following events or where IPS reasonably anticipates that one of the or more of the following events is about to occur:

17.1.1 - the Customer has a bankruptcy order made against him, becomes insolvent, or makes an arrangement or composition with his creditors, otherwise takes the benefit of any act for the time being in force for the relief of insolvent debtors, has a receiver appointed under the Mental Health Act 1983 or dies; or

17.1.2 - the Customer, 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, has a receiver, manager, administrator or administrative receiver appointed of its undertaking or any part thereof; or

17.1.3 - a resolution is passed or a petition presented to any court for the winding-up of the Customer or for the granting of an administration order in respect of the Customer; or

17.1.4 - the Customer has any distraint, execution or other process levied or enforced on any of its property; or

17.1.5 - the Customer ceases to trade; or

17.1.6 - the Customer has a change in its senior management and/or control as defined by section 840 Income and Corporation Taxes Act 1988; or

17.1.7 - the Customer is in material breach of any of the terms of the Contract and, where the breach is capable of remedy, the Customer fails to remedy such breach within 14 days' service of a written notice from IPS, specifying the breach and requiring it to be remedied. For the avoidance of doubt, a failure to pay any sums due under the Contract on the Due Date shall be a material breach of the terms of the Contract which is not capable of remedy.

17.2 The termination of the Contract howsoever arising shall be without prejudice to the rights and duties of either the Customer or IPS accrued prior to termination and the clauses which expressly or impliedly have effect after termination will continue to be enforceable notwithstanding termination.

18 INTELLECTUAL PROPERTY RIGHTS

18.1 The Customer agrees to indemnify, keep indemnified and hold harmless IPS from and against all costs (including the costs of enforcement), expenses, liabilities, injuries, direct, indirect and consequential loss (all three of which terms include pure economic loss, loss of profits, loss of business, depletion of goodwill and like loss), damages, claims, demands, proceedings or legal costs (on a full indemnity basis) and judgments which IPS incurs or suffers as a consequence of or in connection with any claim made against IPS for actual or alleged infringement of a third party's Intellectual Property Rights arising out of or in connection with compliance by IPS with the Customer's instructions, including use of drawings, designs or specifications supplied by the Customer.

18.2 IPS gives no warranty and makes no representation that the manufacture, use, sale or supply of the Goods does not or will not infringe the rights of any third party or any other Intellectual Property Rights of any third party.

19 PRIVACY POLICY

19.1 Information provided by the Customer relating to individuals will be held by IPS in accordance with the Data Protection Act 1998 and added to IPS's marketing databases. It may be used for internal statistical analysis, to fulfil any requests from the Customer for further information and services and to contact the Customer by mail, telephone or (if the Customer gives IPS a contact email address) electronic communication about other products or services offered by IPS. IPS may transfer the Customer's details to any successor to the business of IPS (or relevant part of it). This applies to all information that IPS holds about the Customer.

19.2 If the Customer does not wish to receive further information about products or services offered by IPS or if the Customer wishes to have access to, modify, correct or object to the further processing of information then the Customer should either write to the Sales Manager, IPS Flow Systems, Seaham Grange Industrial Estate, Seaham, Co Durham, SR7 0PT, England or send an email to info@ipsflowsystems.com

20 REMEDIES

The rights and remedies provided under the Contract are in addition to, and not exclusive of, any rights or remedies provided by law.

21 NOTICES

21.1 Any notice or other communication to be given under the Contract shall be in writing and in the English language and may be delivered or sent by pre-paid first-class post, fax or electronic mail to the party to be served at the party's registered office or last-known trading address, fax number or e-mail address (as the case may be).

21.2 Any notice or document shall be deemed served:

21.2.1 - if delivered by hand, at the time of delivery;

21.2.2 - if posted, 48 hours after posting;

21.2.3 - if sent by fax, at the time of transmission printed on the transmission confirmation sheet; and

21.2.4 - if delivered by electronic mail, at the time of transmission provided that an automated bounce-back is not received; provided that, where in the case of delivery by hand, fax or electronic mail, such delivery or transmission occurs either after 4.00pm on a Business Day or on a day other than a Business Day, service will be deemed to occur at 9.00am on the next following Business Day.

22 SEVERANCE

22.1 If any provision of the Contract (or part of a provision) is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.

22.2 If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.

23 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 preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy

24 RIGHTS OF THIRD PARTIES

It is not intended that any of the terms of the Contract will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person not a party to it.

25 APPLICABLE LAW

The Contract shall in all respects be governed by and construed in accordance with the Laws of England and the Customer hereby agrees to submit to the exclusive jurisdiction of the English Courts.

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