NimroDENTAL – Orthodontic Laboratory

Terms of business

Turnover of work:

Retainers: 7days Clear Aligners: 14 days Inman Aligner: 14 days Orthodontic Removable Appliance: 10 days

Please refer to our current pricelist for a more detailed list of our services.

 There is an additional charge of 50% on most appliances required within 24 hours and an additional 100% charge on Clear Aligners required within 24 hours.

 In cases where an appliance is not made to a satisfactory level, it should be returned to the Laboratory immediately otherwise a full charge will apply.

 Nimrodental has no control over the way the appliances are used by the patient or handled by the practitioner. Therefore, once the appliance is accepted by the dentist and used by the patient, there is no guarantee on breakages or dysfunction.

 Occasionally, prices may vary if specific requirement involves extra labour or a change in materials.

 Please note by completing the Nimrodental Laboratory form the named Clinician is agreeing to Nimrodental ‘Terms and Conditions’.

 It is the responsibility of the dentist who ordered the work to insure Nimrodental will be paid for it.

 

Methods of payment:

Debit Card (No Extra Charge) Major Credit Cards including AMEX (2.5% surcharge will be added) BACS Details: Sort Code – 09-01-50 Account No. – 03057879

For international money transfers:

IBAN code: GB63 ABBY 0901 5003 0578 79 Swift code: ABBYGB2LXXX Bank: Santander Account Name: Nimrodental Ltd

Please note -

 Bank transfer charges should be paid by the dentist.

 Terms strictly 28 days net. Subject to credit check otherwise all work must be paid for in advance.

 

Unpaid statements will carry a penalty charge to cover administrative costs.

STATEMENT:

Please remember, our appliances are made on models made out of your impressions.

1. INTERPRETATION

 

In these Conditions the following words have the following meanings:

1.1. Conditions: The standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Buyer and NDL.

1.2. NDL: Nimrodental Orthodontic Laboratory Ltd.

1.3. Buyer: Any person(s), firm or company that purchases Goods and/or Services from NDL.

1.4. Contract: Any agreement between NDL and the Buyer for the sale and purchase of Goods and/ or the supply of Services incorporating these conditions.

1.5. Goods: The goods agreed in the Contract to be supplied by NDL to the Buyer.

1.6. Services: The Services agreed in the Contract to be supplied by NDL to the Buyer.

2. GENERAL

2.1. Unless there is a variation under Condition 2.2 all Contracts will be on these conditions to the exclusion of all other terms (including any terms the Buyer purports to apply under any purchase order, confirmation of order, specification or another document).

2.2. These conditions apply to all NDL’s sales and no variation of these Conditions or representation shall have any effect unless agreed in writing by an authorised official of NDL.

2.3. No order placed by the Buyer shall be deemed to be accepted by NDL until a written acknowledgement of order is issued by NDL or, if earlier, NDL delivers the Goods to or performs the Services for the Buyer. All appliances are made on models or impressions provided by the Buyer.

2.4. Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to that other party at its registered office or principal place of business or such address as may at the relevant time have been notified pursuant to this provision to the party giving the notice and may be delivered personally or by fax, first class recorded delivery post or first class air mail letter. A notice shall be deemed to have been served (if personally delivered) at the time of delivery or (if sent by first class recorded delivery post) forty-eight hours after posting or (if sent by first class air mail letter) ninety-six hours after posting or (if sent by fax) at the time of transmission.

2.5. The Buyer may not assign, transfer, charge or deal in any other manner with the Contract or any of its rights under it, nor purport to do any of the same, nor subcontract any or all of its obligations under the Contract without having obtained the prior written consent of NDL.

2.6. NDL shall be entitled to assign its rights under the Contract and sub contract any or all of its obligations under the Contract to any third party.

3. PRICE

3.1. The price for the Goods and Services shall be as listed in NDL’s price list as at the date of delivery in the case of the Goods or on the date of performance in the case of the Services.

3.2. In addition to the price applicable, the Buyer must pay all value-added tax (if applicable), any other taxes, levies or duties, carriage, insurance costs, loading and unloading costs. There is an additional charge of 50% on appliances required within 24 hours.

3.3. The Buyer will have to pay an additional delivery charge (which NDL will tell the Buyer about) if the Buyer requires NDL to deliver the Goods or to provide the Services outside normal working hours.

 

 

3.4. NDL may revise its price lists from time to time without telling the Buyer but NDL will only increase the price for the Contract between the date of the Buyer’s order and when it deliver the Goods and/or provides the Services if there is an increase in the cost of raw materials, labour and/or other production costs, changes in the types or rates of tax contributions or levies.

3.5. NDL will be entitled to invoice the Buyer at any time following delivery of the Goods and/or provision of the Services to the Buyer.

3.6. The Buyer shall notify NDL in writing of any changes in its name, address or other circumstances that may affect the payment of accounts at least 14 days in advance of the date of effect.

4. PAYMENT AND CANCELLATION

4.1. Payments but, without limitation, including payment for advertising space shall be made within 28 days of the date of invoice and shall be in the currency stated on the invoice without any deduction, set-off or withholding whatsoever. Time for payment shall be of the essence.

4.2. No payment shall be deemed to have been received until NDL has received cleared funds.

4.3.If a credit check has been refused, or if a low score credit check has been given, NDL has the right to request payment before manufacturing.   In these situations, a return date will be provided as soon as payment has been received.

4.4. NDL will charge a late payment fee of £30.00 for each invoice payment not received on time (within 28 days of the date of invoice). For every month, an invoice payment is not received a late payment fee will be added.

4.5. If any payment by the Buyer is overdue on this or any other Contract or the Buyer shall enter into any composition or arrangement with its creditors, or if being an incorporated company the Buyer shall have a receiver or administrator appointed or shall pass a resolution for winding up or a court shall make an order to that effect or if not being an unincorporated company the Buyer shall have a receiving order made against it or if the Buyer ceases or threatens to cease to carry on business or if there shall be any breach by the Buyer of any of these Conditions, NDL may cancel the Contract and suspend further deliveries of Goods to and/or performance of the Services for the Buyer until payment of all outstanding amounts is made in full. If NDL cancels any Contract, payments owing by the Buyer on all Contracts shall become payable to NDL immediately (whether or not otherwise due at the time of cancellation by NDL) and the Buyer's right to possession of the Goods shall terminate.

4.6. The Buyer will pay, on demand and on a full indemnity basis, all costs and expenses (and VAT) which NDL may from time to time incur by reason of the Buyer's failure to perform its obligations under the Contract.

4.7. Except as otherwise expressly provided in these Conditions, cancellation of an order by the Buyer, in whole or in part cannot be accepted without NDL’s consent in writing which shall only be given if a full indemnity is given by the Buyer to NDL. All cancellations of any order must be made in writing and cannot be accepted verbally.

5. DELIVERY

5.1. Delivery shall take place on despatch from NDL’s premises.

5.2. All delivery and performance times and dates are estimates only given in good faith but without obligation NDL shall not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in delivery of the Goods or performance of the Services (even if caused by NDL’s negligence). Time for delivery is not of the essence. If no dates are specified, delivery and/or performance will be within a reasonable time.

5.3. If the Buyer (1) requests that delivery be postponed or (2) refuses to accept delivery or (3) fails to give NDL adequate delivery instructions, then (a) risk of damage to or loss of the Goods will pass to the Buyer (including for loss or damage caused by NDL’s negligence), (b) the Goods will be deemed to have been delivered, (c) NDL may store the Goods until actual delivery and charge the Buyer for all related costs including insurance for storage, (d) NDL may increase the price according to price lists applying at time of actual delivery and (e) NDL may sell the Goods at the best

 

 

price readily obtainable and charge the Buyer for any shortfall below the price under the Contract.

5.4. NDL shall have no liability for non-delivery or short delivery unless notified by the Buyer in writing within two working days of due delivery date. If written notification is received NDL’s liability for non-delivery or short delivery shall be limited to replacing the Goods within a reasonable time or issuing a credit note against any invoice raised for the relevant Goods. If the Buyer does not notify NDL within this time limit, the Buyer shall be deemed to have received the Goods and shall be bound to pay the price as if the Goods had been delivered. Close 5.4 will not apply if NDL has sent the work on time but the courier has failed to deliver on time.

5.5. NDL provide freepost labels for the UK only. This service is non-traceable and does not provide guarantee of delivery time. NDL take no responsibility for loss or late arriving deliveries.

6. PASSING OF RISK AND PROPERTY

6.1. Risk of loss, damage or deterioration in the Goods shall pass to the Buyer when despatched from NDL’s premises.

6.2. Ownership of the Goods shall not pass to the Buyer until NDL has received full payment of all sums due to NDL on any account. Until ownership of the Goods has passed to the Buyer, the Buyer as bailee shall keep them safe, insured and separate and identifiable from all other Goods in its possession at no cost to NDL. If monies on any account become overdue, the Buyer grants NDL, its agents and employees an irrevocable licence at any time (in addition to any other rights it may have) to enter any land or buildings where the Goods are located in order to inspect them, or where the Buyer’s right to possession has terminated to repossess and sell the Goods.

7. DEFECTS AND INSPECTION OF GOODS

7.1. The Goods are not tested and NDL gives no warranty to the Buyer in relation to the Goods. All warranties, conditions or other terms implied by statute or common law (save for the conditions implied by Section 12 of the Sale of Goods Act 1979) are excluded to the fullest extent permitted by law.

7.2. Any claim by the Buyer based on a defect in the quality or condition of the Goods must be notified to NDL by the Buyer in writing within 5 days from the time of delivery or collection. Notice must be other than by consignment note.

7.3. The Buyer shall not be entitled to reject the Goods and shall be bound to pay the price if it fails to comply with condition 8.2. It is the responsibility of the Buyer (at its own expense) to return defective Goods to NDL’s premises for inspection if requested to do so by NDL within 14 days of delivery. For the purposes of condition 8.2, time shall be of the essence.

7.4. Where the Buyer complies with conditions 8.2, at NDL’s discretion, NDL shall replace or repair the defective Goods or refund the price to the Buyer. NDL shall have no further liability to the Buyer for any defect in the Goods in any event.

7.5. It is the Dental Professional’s responsibility to supply NDL with accurate silicone impressions. Impressions should always be checked for any drags, bubbles or holes before they leave the practice. Remakes of appliances that do not fit as a consequence of a distorted impression, it is NDL Company Policy to charge for the appliance. A distorted impression is not always visible and may only be detected by the Laboratory once been supplied with a new impression to compare with.

8. EXPORT TERMS

8.1. Unless any special terms are agreed in writing between authorised representatives of the Buyer and NDL, where the Goods are supplied for export from the United Kingdom the Buyer shall be responsible (at its own expense) for complying with any legislation or regulations governing the importation of the Goods into the country of destination (including obtaining relevant licences, permits and permissions) and for the payment of any duties and for supplying all relevant details to the Seller where delivery is to be made at the Buyer's premises

8.2. Unless the Goods are to be collected by the Buyer or its carrier from NDL’s premises, the Goods shall be delivered at the Buyer's nominated premises (as agreed by NDL).

 

 

9. LIABILITY

9.1. The maximum aggregate liability of NDL, its employees and agents for breach of contract, misrepresentation, misstatement or other tortious act or omission including negligence arising under or in connection with the Contract shall so far as permitted by law be limited to the price paid to NDL under the Contract. Nothing in these conditions shall exclude NDL’s liability for death or personal injury resulting from negligence or fraudulent misrepresentation.

9.2. NDL shall not be liable for any loss of profit or for any indirect or consequential loss or depletion of goodwill or loss of business nor costs, expenses or other claims for consequential compensation whatsoever that arises out of or in connection with the Contract.

9.3. NDL 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 its reasonable control including, without limitation, acts of God, government actions, war or national emergency, armed conflict, terrorist attack, terrorist activity, riot, blockades, embargoes, fire, explosion, flood, epidemic, blackouts, malicious damage, strikes, or other labour disputes (whether or not relating to NDL’s workforce) or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, labour, fuel, parts of machinery, or import or export regulations or embargoes. If the event in question continues for a continuous period in excess of 20 days the buyer shall be entitled to give notice in writing to NDL to terminate the contract.

10. SEVERABILITY

 

If any competent authority holds any provision of these conditions to be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected by it.

11. CHOICE OF LAW AND JURISDICTION

 

Any Contract shall be governed and construed in accordance with English law. NDL and the Buyer each submit to the exclusive jurisdiction of the English Courts.