Terms and Conditions of Purchase

TECHNICAL METALS GROUP PURCHASE  AGREEMENT REQUIREMENTS

  • Technical Metals Group will supply copies of all applicable documentation and reference all specifications and drawings on Purchase order/s.
  • Requirements will be specified in Purchase Order (PO).
  • Requirements for samples will be specified in Purchase Order (PO).
  • Requirements for First Article Inspection will be notified in PO.
  • Product changes must be requested from Technical Metals Group, and approval sought.
  • Supplier to supply Technical Metals Group with evidence of control of Key Characteristics, as requested.
  • Supplier must notify Technical Metals Group of any significant Non-conformance which affects the product.
  • Any procedures requiring approval will be notified to supplier in PO.
  • Any processes requiring approval will be notified to supplier in PO. Arrangements for approval will be detailed.
  • PLEASE NOTE: Supplier must use customer-approved special process sources when notified by Technical Metals Group.
  • Details of source/s will be forwarded to Supplier as part of purchasing process.
  • Any equipment requiring approval will be notified to supplier in PO.
  • Arrangements for approval will be detailed.
  • Requirement for C of C will be stated in PO
  • Requirement for Mill Certificate will be stated in PO.
  • Any specific Qualification relating to personnel will be stated in PO.
  • All records created by and /or retained by suppliers must be controlled for 10 years
  • Any specific requirements relating to Quality Management Systems (QMS) will be stated in PO.
  • Technical Metals Group, its customer or Regulatory Authority reserves the right to visit their suppliers and 2nd tier suppliers involved in the order to carry out an audit or investigate a complaint.
  • It is the supplier’s responsibility to flow down Technical Metals Group’s requirements to sub tier suppliers.
  • It is the supplier’s responsibility to ensure they have written export control procedures describing the process they employ in relation to exporting
  • It is the supplier’s responsibility to ensure they train the appropriate staff in awareness and prevention of counterfeit parts and ethical behaviour and ensure controls are in place for obtaining product from approved sources or authorised manufacturers.
  • It is the supplier’s responsibility to notify Technical Metals Group of any non conforming processes, products, or services applicable to the specific order made.
  • It is the responsibility of the supplier to notify Technical Metals Group of changes to processes, products, or services applicable to the specific order made. This includes in changes of external providers, or location of manufacture.

 

 

Cancellation for Cause

Technical Metals Group’s Right to Cancel for Cause

Technical Metals Group reserves the right to cancel any Purchase Order, in whole or in part, with immediate effect by giving written notice to the Supplier if any of the following events (“Cancellation Events”) occur:

  • The Supplier fails to deliver the Goods in accordance with the terms of this Agreement or any applicable Purchase Order, including but not limited to, failure to meet agreed-upon delivery dates, quality standards, or specifications.
  • The Supplier breaches any material term of this Agreement and fails to remedy such breach within 30 days after receiving written notice from the Client requiring it to do so.
  • The Supplier becomes insolvent, files for bankruptcy, enters into any arrangement with its creditors, or is otherwise unable to meet its financial obligations.
  • The Supplier engages in any conduct that, in the reasonable opinion of the Client, brings or could bring the Client’s reputation or business into disrepute.

Effect of Cancellation

Upon the occurrence of a Cancellation Event and the subsequent cancellation of the Purchase Order by Technical Metals:

  • The Supplier shall immediately cease all work related to the cancelled Purchase Order.
  • Technical Metals shall be under no obligation to pay the Supplier for any Goods that have not been delivered or that do not conform to the requirements of the Purchase Order at the time of cancellation.
  • The Supplier shall refund any payments made by Technical Metals for Goods that have not been delivered or that do not conform to the requirements of the Purchase Order.
  • Technical Metals shall have the right to procure substitute goods from an alternative supplier, and the Supplier shall be liable for any additional costs incurred by the Client as a result of such procurement.

Impact on Supplier Order Requirement

In the event of a cancellation of a Purchase Order under this clause:

  • The Supplier shall immediately notify its own suppliers and subcontractors to cease work on any orders related to the cancelled Purchase Order.
  • Technical Metals shall not be liable for any costs, losses, or damages incurred by the Supplier or its suppliers or subcontractors as a result of the cancellation, including but not limited to, any costs related to materials, components, or manufacturing processes specific to the cancelled Purchase Order.
  • The Supplier shall use its best efforts to mitigate any losses resulting from the cancellation, including seeking alternative buyers for any unused materials or components.

General

The rights of cancellation set out in this clause are in addition to, and not in substitution for, any other rights or remedies available to the Client under this Agreement or at law.

  1. Contracts

All contracts for the purchase of goods or services by Technical Metals Group (“the Buyer”) shall be subject to these Conditions. Any terms or conditions proposed by the Supplier which are inconsistent with or additional to these Conditions shall have no effect unless expressly agreed in writing by the Buyer.

  1. Orders

All Purchase Orders issued by the Buyer must be accepted in writing by the Supplier. Any commencement of work or delivery of goods shall constitute acceptance of these Conditions. The Buyer reserves the right to cancel any order that has not been acknowledged within seven (7) days of issue.

  1. Price and Payment

Prices stated on the Purchase Order are fixed and not subject to variation unless agreed in writing by the Buyer.

Unless otherwise agreed, invoices shall be submitted following delivery and acceptance of goods or completion of services. Payment will be made 30 days from the end of the month of invoice subject to satisfactory performance and delivery.

The Buyer reserves the right to withhold payment for any goods or services not conforming to specification or contract requirements.

  1. Delivery

Delivery shall be made strictly in accordance with the Buyer’s instructions regarding time, place, and packaging.

Time is of the essence. If delivery is delayed or likely to be delayed, the Supplier must immediately notify the Buyer, who reserves the right to cancel the order and obtain supplies elsewhere.

All goods must be accompanied by a delivery note quoting the Purchase Order number.

  1. Quality and Inspection

All goods and services must conform strictly to the specifications, drawings, and samples provided or referred to by the Buyer.

The Buyer reserves the right to inspect and test goods at any stage prior to or after delivery. If goods are found to be defective or non-conforming, the Buyer may reject them, require replacement or repair at the Supplier’s expense, or cancel the order.

  1. Risk and Title

Risk in the goods shall pass to the Buyer upon delivery to the specified destination and acceptance.

Title to the goods shall pass to the Buyer upon delivery or upon payment, whichever occurs first.

  1. Rejection and Returns

The Buyer reserves the right to reject goods that do not comply with the contract or specification within a reasonable time after delivery.

Rejected goods shall be returned at the Supplier’s risk and expense. Replacement or credit shall be provided as directed by the Buyer.

  1. Warranties

The Supplier warrants that all goods and services shall be:

Of satisfactory quality and fit for purpose,

Free from defects in material, workmanship, and design,

In compliance with all applicable UK and EU laws, standards, and regulations,

Delivered with good title, free from any liens or encumbrances.

  1. Indemnity

The Supplier shall indemnify the Buyer against all claims, losses, damages, expenses, or liabilities arising from:

  • Defective or non-conforming goods or services,
  • Any infringement of intellectual property rights,
  • Breach of contract or negligence by the Supplier, its employees, or agents.
  1. Insurance

The Supplier shall maintain adequate insurance cover, including product liability, public liability, and employer’s liability insurance, and provide evidence of such insurance upon request.

  1. Confidentiality

All drawings, specifications, and other information provided by the Buyer are confidential and shall not be disclosed to any third party or used for any purpose other than fulfilling the Buyer’s order.

  1. Ethical and Legal Compliance

The Supplier shall conduct business in an ethical manner and comply with all applicable laws relating to anti-bribery, modern slavery, data protection, and health and safety.

 

 

  1. Force Majeure

Neither party shall be liable for failure to perform due to circumstances beyond its reasonable control, including but not limited to fire, flood, strike, or acts of government. The Buyer reserves the right to cancel the order without liability if such delay continues for more than 30 days.

  1. Termination

The Buyer may cancel any order in whole or in part by written notice if the Supplier:

  • Fails to perform any of its obligations under these Conditions,
  • Becomes insolvent or subject to administration or liquidation,
  • Fails to meet the Buyer’s delivery or quality requirements.
  1. Governing Law

These Conditions and any related contract shall be governed and interpreted exclusively in accordance with the laws of Northern Ireland, and the parties submit to the exclusive jurisdiction of the Northern Irish Courts.

30th October 2025