General Conditions

BOC Terms of supply are as set out in our agreement with you.
The following General Conditions form part of all of our agreements.

1. PRICE AND PAYMENT
(a) Payment shall be made to BOC by the twentieth day of the month following the delivery of goods and/or provision of services.
(b) The Customer shall ensure that any payment of invoices by direct debit is made in full by the Customer's bankers on presentation to them by BOC of invoice information.
(c) BOC should be notified immediately of any error on an invoice.
(d) If any payment is overdue BOC may stop the delivery of goods or provision of services to the Customer and payment shall become immediately due for all goods and services supplied under any contract with the Customer.
(e) BOC may charge interest on any amount overdue at the rate of 2% per month compounding monthly, such interest shall be payable on demand.
(f) All prices and charges are expressed net of VAT which shall be charged and paid as applicable.
(g) If at any time BOC's costs change due to government action or to a change in the law BOC reserves the right to adjust prices to take account of such change in its costs.
(h) If the price variation indices (or any substitute indices) are changed or discontinued BOC will adopt an appropriate substitute.
(i) Where BOC charges rent on containers payment of a container rental invoice is deemed conclusive (subject to transactions prior to the date of invoice which have not been included in the invoice and to (j) below) as to the Customer's holding of BOC containers as shown at the date of the invoice in question.
(j) If a container transaction or notification by the Customer indicates a BOC container holding greater than recorded, BOC reserves the right to amend its records and charge the Customer rental accordingly.
(k) BOC shall have the right to enter the Customer's premises to audit and inspect BOC equipment and containers upon reasonable notice.

2. LIABILITY AND EXCLUSIONS
(a) BOC's liability is as set out in this condition and BOC shall have no liability for any other loss or damage including (without limitation) loss of revenue, loss of profits, loss of use, and loss of contracts.
(b) BOC accepts unlimited liability for death or personal injury to the extent that it results from BOC's negligence.
(c) BOC accepts liability for physical damage to property to the extent that it results from breach of contract or BOC's negligence in connection with the performance of this Agreement. BOC's liability shall not exceed £500,000 for each single event or series of connected or similar events.
(d) BOC shall not be liable for any shortage, loss, damage or discrepancy unless notified to BOC in writing within 3 working days of receipt of goods by the Customer. This exclusion of liability shall not apply if the Customer proves that it was not reasonably possible to notify BOC within this time period, and such notification was given as soon as was practicable and in any event within 3 working days after the Customer became aware, or could reasonably be expected to become aware of the claim. If acceptance tests are provided in this Agreement for Goods this sub-section shall not apply to such Goods and the Customer shall be deemed to have accepted the Goods upon successful completion of those tests.
(e) If BOC's performance of any contract obligation by its normal means is prevented or delayed due to any cause beyond BOC's reasonable control that contract obligation shall be suspended during the period BOC is affected by such cause.
(f) All warranties and conditions which arise from statute and relate to the supply of goods and services are excluded from this Agreement except to the extent that such exclusion is prevented by law (such as the rights of a Customer dealing as a consumer as defined in Section 12 of the Unfair Contract Terms Act 1977).
(g) No statements or representations made or information supplied by BOC shall form part of this Agreement unless specifically incorporated.
(h) The Customer shall indemnify BOC against any loss, damage or claims arising from BOC's presence on the Customer's site except to the extent caused by the negligence of BOC.

3. CUSTOMER'S DUTIES AND RESPONSIBILITIES
The Customer shall:
(a) provide free of charge adequate and safe access to the Customer's premises, information and facilities (including labour for loading and unloading of goods, equipment and containers) for BOC to carry out its duties and rights under this Agreement;
(b) insure the equipment and containers to their full replacement cost against "all risks" and against all normal Public Liability Risks. All insurance shall be on terms satisfactory to BOC and shall include a waiver of subrogation;
(c) ensure that all work and materials for which the Customer is responsible meet and comply with all legal and statutory requirements and with BOC's specifications;
(d) obtain all necessary consents and comply with all legal obligations in connection with installation or use of any goods supplied or equipment and containers provided to the Customer, or work done on the Customer's site;
(e) notify BOC if at any time it anticipates a significant change in its gas consumption rate;
(f) return all equipment and containers in a clean and serviceable condition. If they are not the Customer will pay a sum equal to the cost of new equipment and containers if BOC equipment and containers are lost or damaged beyond repair or pay for the cost of restoring equipment and containers to a clean and serviceable condition;
(g) not mortgage, pledge, sell, lend or part with possession of BOC equipment and containers; and
(h) not obliterate, remove or deface identification marks or notices on the equipment and containers or alter or tamper with equipment without the prior written consent of BOC; and
(i) be responsible for the safety and condition of customer owned equipment.

4. DELIVERY/COLLECTION
(a) The Customer acknowledges that collection of containers from a BOC site or agent shall be at its own risk and that it is responsible for handling and transporting the load safely, training the driver on the hazards of the goods and compliance with all relevant legislation including the Carriage of Dangerous Goods by Road Regulations.
(b) Subject to Condition 2(d) BOC's delivery/collection note shall be conclusive evidence of delivery of the goods.
(c) Failure by BOC to deliver or perform by any time specified shall not entitle the Customer to terminate this Agreement.
(d) If full delivery cannot be made due to the Customer's act or omission BOC may charge for abortive journeys or part deliveries.
(e) BOC will supply gas into Customer owned containers and storage vessels considered suitable by BOC by special arrangement with the Customer. Such supply is subject to container and storage vessel examination and testing when necessary in accordance with BOC procedures and applicable statutory requirements at the Customer's cost.
(f) BOC can provide a certificate of analysis of gas for gas supplied, provided the Customer requests one, upon reasonable notice, in writing beforehand. BOC makes an additional charge for this.
(g) BOC may suspend deliveries of gas if the gas storage or handling equipment or process equipment is considered by BOC not to be safe.

5. BOC EQUIPMENT
(a) Except as provided in 5(c) the Customer shall not refill or allow the refilling of BOC containers or let them be used otherwise than for storage, transport or use of gas placed in them by BOC.
(b) Facility charges for BOC storage vessels and equipment charges are payable in advance from the commencement date or from the date of certification by BOC of hand-over of the BOC equipment if later.
(c) BOC storage vessels will only be used for handling gas supplied by BOC, unless BOC is unable to supply gas. While BOC is unable to supply liquid/bulk gas, the Customer may use BOC storage vessels for handling equivalent gas obtained from another source, provided that the Customer notifies BOC in advance. BOC shall have no liability whatever in relation to any such supply, and the Customer shall indemnify BOC against all claims, costs, expenses or liabilities resulting from such supply.
(d) Liquid Gas and Gas in Trailers : BOC will deliver gas in appropriate quantities and frequency having regard to the Customer's average gas consumption rate and the tank storage capacity. BOC will not normally delivery part tanker loads of less than 50% of the tank storage capacity. The Customer shall notify the BOC Customer Service Centre if at any time it anticipates a significant change in its gas consumption rate.
(e) BOC equipment will comply with any technical specifications provided by BOC. BOC does not warrant that the equipment is suitable for the Customer's intended use or process.
(f) BOC will maintain BOC owned equipment and gas containers in accordance with BOC procedures and current safety requirements. If this requires interruption of supply this will, whenever possible, be by arrangement with the Customer.
(g) Facility or rental charges are payable from delivery, or from the date of completion where BOC installation is provided.
(h) The Customer will comply with any operating manual (or other instructions) provided, and will not otherwise adjust, repair or interfere with BOC equipment.

6. TITLE AND RISK
(a) All goods sold remain the property of BOC until the Customer has paid for them and has paid all other outstanding amounts due and payable to BOC.
(b) BOC containers, storage vessels and other hired equipment remain the property of BOC and are supplied to the Customer for the Customer's sole use.
(c) The Customer shall have no rights over any other property of BOC or its contractors brought onto the Customer's site.
(d) The risk in goods hired or sold passes to the Customer upon delivery to or collection by the Customer.

7. BREACH AND TERMINATION
(a) If the Customer (being an individual) commits any act of bankruptcy or (being a partnership) any of the partners commits any act of bankruptcy, or (being a company), has a receiver, administrative receiver, administrator or manager appointed or goes into liquidation (except for the purpose of solvent reconstruction or amalgamation) or if the Customer commits any material breach of any provision of this Agreement then BOC may by written notice to the Customer either:
· terminate this Agreement or any part, or
· suspend performance of all or any of its obligations, and at any time during such suspension terminate this Agreement or any part.
(b) Termination shall be without prejudice to any accrued rights of either party.
(c) On suspension or termination BOC may recover possession of any goods belonging to it (including, where relevant, any of the Customer's gas in BOC's containers or other equipment), and the Customer irrevocably authorises BOC to enter its premises for this purpose.
(d) BOC will charge the Customer for the reasonable costs of removal of BOC equipment and containers.

8. VARIATION AND WAIVER
Any variation or waiver of this Agreement must be expressly agreed in writing by both parties.

9. CONSUMER CREDIT ACT
If the Customer is not a company the hire of equipment and containers will be governed by the terms of a separate regulated Consumer Hire Agreement.

10. GOVERNING LAW AND JURISDICTION
The Agreement shall be governed by English Law and subject to the exclusive jurisdiction of the English Courts.