1. Interpretation

1.1 Definitions

Sanctions: any laws or regulations relating to economic or financial, trade, immigration, aircraft, shipping or other sanctions, export controls, trade embargoes or restrictive measures from time to time imposed, administered or enforced by a Sanctions Authority.

Sanctions Authority: the UK and the United Nations (UN), and in each case their respective governmental, judicial or regulatory institutions, agencies, departments and authorities, including (without limitation) the UN Security Council, Her Majesty's Treasury and the UK's Office of Financial Sanctions Implementation and Department of International Trade.

Sanctions List: any of the lists issued or maintained by a Sanctions Authority designating or identifying persons that are subject to Sanctions, in each case as amended, supplemented or substituted from time to time, including (without limitation) the UK Sanctions List, Consolidated List of Financial Sanctions Targets in the UK and the Consolidated United Nations Security Council Sanctions List.

Sanctions Proceedings: any actual or threatened:

a) litigation, arbitration, settlement or other proceedings (including alternative dispute resolution, criminal and administrative proceedings); or
b) investigation, inquiry, enforcement action (including the imposition of fines or penalties) by any governmental, administrative, regulatory or similar body or authority,

in each case relating to, or in connection with, any actual or alleged contravention of Sanctions.

Sanctions Target: a person that is:

a) listed on a Sanctions List;
b) Owned or Controlled by a person listed on a Sanctions List;
c) resident, domiciled or located in, or incorporated or organised under the laws of, a country or territory that is subject to any Sanctions; or
d) otherwise identified by a Sanctions Authority as being subject to Sanctions.

2. Normal credit terms
2.1 Parts and Service Sales - The amount of an invoice must be paid in full before the last day of the month following the invoice.

2.2 Vehicle Machinery Sales - The amount of an invoice MUST be paid in full PRIOR to delivery of the goods.

2.3 Monies outstanding beyond our normal credit terms

2.3.1 Any account outstanding beyond our credit terms of reference will be passed out to external collection agents and will be subject to a surcharge of 10% to cover the cost incurred, and will be subject to any other costs incurred in obtaining settlement.

2.4 Interest charge on outstanding accounts

2.4.1 Interest will be payable at a rate of 20% per annum if an invoice is not paid by the due date. The company reserves the right to vary the rate of interest charged.

2.5 Retention of title

2.5.1 All goods and service/repair parts will remain the property of the company until the price has been paid in full and the customer shall remain the bailee only until payment is made.

2.6 Complaints

2.6.1 Any complaint by the customer relating to an invoice must be notified by the customer to the company in writing within 14 DAYS of the date of the invoice.

2.7 Spare parts specially ordered are NOT returnable.

2.8 Items not available ex stock will be back ordered and supplied as soon as possible unless we hear from you to the contrary.

2.9 Please notify us and the carrier if not received within 10 DAYS. Damages and shortages must be reported to the carrier and us within 3 DAYS.

2.10 I agree to the processing of my personal data by the dealer, by John Deere and our respective service providers for the purpose of marketing products and services of any kind offered by John Deere from time to time. I understand that this may include the transfer to and processing of my data for such purpose by John Deere companies located outside the EEA.

3. Sanctions

3.1 The Customer warrants that at the date of this agreement it is not: 

a. a Sanctions Target and has not been a Sanctions Target at any time and nothing has occurred that could result in it becoming a Sanctions Target;
b. contravening and has not contravened any Sanctions at any time; or
c. and has not in any way been involved in any Sanctions Proceedings (other than for the sole purpose of providing information or evidence in respect of such proceedings) at any time and to the best of its knowledge and belief there are no circumstances likely to give rise to any such Sanctions Proceedings.

3.2 At all times during the term of this agreement, the Customer shall:

a. not contravene any Sanctions in connection with this agreement;
b. not do, or omit to do, any act that will cause or lead the Customer to contravene any Sanctions; and
c. implement adequate policies and procedures to ensure compliance with Sanctions; and
d. provide the Supplier an indemnity against any and all costs and fines in regard to any breaches of any sanctions that occur as a result of the Customers actions in relation to the Goods.

3.3 The Customer shall as soon as reasonably practicable notify the Supplier in writing if:

a. at any time during the term of this agreement, there is any fact or circumstance that would give rise to a breach of warranties given in clause 3.1; or
b. it becomes aware of any breach or suspected breach of this clause 3;

and it shall provide such information about such fact or circumstance or about the breach as the Supplier requires to comply with its obligations to any Sanctions Authority or otherwise reasonably requests.

3.4 If at any time during the term of this agreement the Customer becomes a Sanctions Target, is or contravenes Sanctions, the Supplier may in its absolute discretion and without affecting any other right or remedy available to it: 

a. treat such event as a force majeure event for the purposes of [FORCE MAJEURE CLAUSE]; or
b. terminate this agreement with immediate effect by written notice to the other party, including at any time during or following a suspension of the parties' obligations under [FORCE MAJEURE CLAUSE].

If there is any conflict between this clause 2 and [FORCE MAJEURE CLAUSE], this clause 2 shall take precedence.

3.5 Without affecting any other right or remedy available to either party, any breach of this clause 2 by the Customer shall constitute a material breach of this agreement, which is irremediable under clause [ADD NUMBER OF TERMINATION FOR BREACH CLAUSE].