H. Erben Ltd, Lady Lane Ind.

Est, Hadleigh, Suffolk, IP7 6AS

Tel: 01473 823011 Fax: 01473 828 252

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Spirits / Wine / Cider / Packaging / Pharmaceuticals / Soft drinks / Food /
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I/We agree to operate our account in accordance with H Erben Limited Standard Conditions of Sale.

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confirmed in writing.) We understand that deliveries may be delayed or cancelled if these payment terms are not adhered to.

By signing I/We agree to operate our account in accordance with H Erben Limited Standard Terms and Conditions as attached.

Here at Bruni Erben we take your Privacy seriously and will only use your personal information to administer your account and to
provide the products and services you have requested from us. However, from time to time we would like to contact you with details
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FRM022_Proforma_Customer_application_form 08/10/21 Author: HT Version 5.0 Approved

H. ERBEN LIMITED
STANDARD TERMS AND CONDITIONS
1. DEFINITION OF TERMS
In these conditions the following expressions shall have the following meanings:
"the Company" means H. Erben Limited;
"the Customer" means any company, firm, individual or any agent thereof from whom an
order is received;
"Commissioning" means tests on completion of installation of Goods to demonstrate to the
Customer that the Goods are sound and functioning to mechanical and electrical
specification.
"Completion of the Contract" means where the Contract is for the sale of Goods only, the
date on which the Goods are delivered and otherwise the date on which the Company
issues an acceptance request form or on such other date as the Company notifies the
Customer that Commissioning is completed;
"the Contract" means the agreement between the Customer and the Company for the
supply of Goods and or Services subject to these conditions and any Special Terms;
"the Goods" means the products, goods, equipment, apparatus, machinery, parts and other
items or materials or any part thereof to be supplied by the Company to the Customer
which are listed in the Company's confirmation of order form;
"Services" means all works and services specifically stated in the confirmation of order
form to be performed by the Company;
"the Site" means the place where Services are to be carried out by the Company together
with so much of the surrounding areas as the Company requires for use in connection
with Services;
"Special Terms" means any terms agreed by the parties in writing or included in the
Company's confirmation of order form which may vary or be in addition to these standard
conditions.
2. LAW
The Contract shall be governed, performed and construed according to the Laws of
England and, subject to Clause 21 below, the parties submit to the exclusive jurisdiction of
the English courts.
3. INTERPRETATION
(i) The headings shall not affect the interpretation of these conditions and where
appropriate the singular shall include the plural and the plural the singular.
(ii) In the event of any conflict between any Special Terms and these general terms, the
Special Terms shall prevail.
4. QUOTATION
(i) A quotation by the Company is not an offer. Quotations are subject to withdrawal or
revision at any time before acceptance of the Customer’s order by the Company.
(ii) Each order for Goods and/or Services by the Customer is an offer by the Customer to
purchase the Goods and/or Services subject to these Conditions.
(iii) No order submitted by the Customer is accepted by the Company until the Company
confirms itswritten acceptance on the Company’s confirmation of order form or (if earlier)
the Company delivers the Goods or supplies the Services to the Customer.
5. PRICE VARIATION
(i) The prices quoted in the Company's quotation are related to the costs to the Company
at the date of quotation. If such costs shall be increased for whatever reason including any
rise in the costs of labour or in the cost of material or transport or by reason of any
additional expenses imposed on the Company by the enactment of anyActs of Parliament,
Order, Regulation or Bylaws the Company shall be entitled to increase the price in the
quotation at any time before Completion of the Contract by the amount of such increase.
Where no written acknowledgement is given the price payable by the Customer is the
price current at the date the Goods are delivered or the date the Services are performed.
(ii) Should any of the Goods be manufactured abroad or Services supplied by a foreign sub-
contractor the quoted price will be based on rates of exchange specified in the quotation
or if not so specified is based on the official rate of exchange at the date appearing on the
face of the quotation. If before Completion of the Contract variations either by rise or fall
occur in these rates of exchange the Contract price may be amended accordingly.
(iii) The quoted price excludes value added tax which must be paid to the Company at the
appropriate rate applicable to the Goods and Services provided in accordance with current
legislation.
(iv) Unless otherwise stated the price stated is ex-works the Company's premises Hadleigh,
Suffolk and the Customer shall pay the costs of delivery from those premises.
6. SPECIFICATIONS, REPRESENTATIONS, ETC.
(i) All descriptive literature including specifications drawings and particulars of
dimensions and weights submitted with quotations are approximate only and the
descriptions and illustrations contained in our catalogues price lists and other advertising
matter are intended merely to present a general idea of the matters described therein and
none of these contain any warranties or representations or shall form part of the Contract.
(ii) The Company's calculations, data, specifications, designs, drawings, descriptions, and
promotional material, particulars of weights, rating, standard statements or other similar
matter relating to the Goods are approximate only and do not form part of the Contract
unless otherwise stated. Neither adherence to a particular shade of colour nor perfect
consistency of colour can be guaranteed by the Company, a reasonable variation is to be
permissible.
(iii) No employee of the Company is authorised to make any contractual statement
warranty or representation concerning the Goods or Services and the Customer shall not
be entitled to rely or seek to rely upon any such statement warranty or representation
(except where made fraudulently).
(iv) Where the Goods are manufactured or where standard goods of the Company are
altered in either case in accordance with information, drawings or instructions supplied
by the Customer:-
(a) no guarantee or warranty is given by the Company as to the practicability, efficiency,
safety or otherwise of the Goods;
(b) the Customer shall indemnify the Company against all liability incurred by the
Company as a result of:-
(i) the Goods infringing any intellectual property right (including patents,
unregistered or registered design rights and copyright) belonging to any third party
or any statutory provision; or
(ii) any impracticability, inefficiency, lack of safety or defect in the Goods where any
of these is due wholly or partly to faults or omissions in any such information,
drawings or instructions;
(c) all work (including design drawings) and any idea, invention or improvement made
by or on behalf of the Company pursuant to the Customer’s commission and all
intellectual property rights therein (including any design right in a design created by the
Company) belong to the Company; and
(d) the Company shall not be liable to the Customer in respect of any loss, damage or
claim incurred by or made against the Customer if any Goods infringe any third party’s
intellectual property right (including patents, registered and unregistered design rights
and copyright).
(v) Any drawings sent to the Customer for approval shall be deemed to have been
approved by the Customer unless they are returned to the Company with comments or
queries within ten working days or as otherwise stated from date of submission.
(vi) All plans, drawings, specifications and other written technical material forming part
of the Company's quotation or supplied in connection with the Contract shall remain the
property of the Company and shall not be copied or disclosed to third parties without the
prior written consent of the Company.
(vii) Any jigs fixtures or special tools made or obtained specially for the performance of any
order shall remain the property of the Company ever though the Customer may have been
charged with any part of the cost.
(viii) Quantities of Goods supplied in bulk such as labels or other printed material, closures
etc., shall be subject to a tolerance either way of 10 per cent and the Customer shall pay
for the actual quantities of Goods delivered.
7. APPLICABLE CONDITIONS
(i) The Customer accepts that these conditions together with any Special Terms shall
govern relations between itself and the Company to the exclusion of any other terms
including conditions, warranties or representations, written or oral, express or implied,
even if contained in any of the Customer's documents which purport to provide that the
Customer's own terms shall prevail, and these conditions together with any Special Terms
and the confirmation of order form constitute the entire agreement between the parties
for the supply of Goods and/or Services.
(ii) No person has any authority to make orally on behalf of the Company any addition to
or variation or qualification of these Conditions and no such addition variation or
qualification shall have any effect unless agreed in writing by the parties.
(iii) A notice or other document to be given under this Agreement shall be in writing and
shall be deemed to have been duly given if left at or sent by:-
(a) First class post or express or air mail; or
(b) Registered post
(c) [Telex]
(d) Facsimile
in the case of the Customer, to the Customer's address on the order form and, in the case
of the Company, to its registered office address.
8. DELIVERY OF THE GOODS
(i) Delivery will be made at the address agreed between the Customer and the Company
or, if not agreed by the parties, to the Customer’s address on the order form.
(ii) Unless the Customer gives notice that it is arranging for the Goods to be collected and
the Goods are collected by or on behalf of the Customer within 7 days of such notice the
Company shall arrange for transportation and delivery of the Goods to the Customer’s
premises at the Customer’s expense. If the Customer fails to accept delivery of the Goods
for a reason other than that the Goods are defective, the Company may make such
arrangements to deliver into a warehouse or store as the Company thinks fit and all extra
costs thereby incurred by the Company shall be paid by the Customer. The Customer will,
if the Contract provides for any payment contingent on delivery, make such payment as
if delivery had been made at such times as the Company was first ready to do so.
(iii) The Company may at any time following the Customer's failure to accept delivery
notify the Customer of the Company's intention to sell the Goods after the expiry of a
period of not less than 7 days from the date of the notice. Any such sale by the Company
may be on a forced sale basis. The Customer shall be liable to the Company for the costs
and expenses incurred by the Company in connection with such forced sale and the cost of
storage of the Goods in the meantime and shall reimburse the Company such costs and
expenses forthwith upon demand.
(iv) Unless otherwise expressly provided in the Contract the Customer shall be responsible
for off-loading the Goods. Any extra costs incurred by the Company arising from
inadequate facilities for delivering or off-loading or from delay in providing the same shall
be paid by the Customer.
(v) The Customer shall examine the Goods forthwith following collection or delivery of the
Goods as the case may be and within 3 days thereof the Customer shall notify the Company
in writing (including by [telex or]fax, but not by email) of any defects in the Goods together
with details of the defects and shall notify the Company of any short or over-delivery. The
Customer shall permit all such defective Goods to be inspected by the Company. In the
absence of the receipt of such notice by the Company any claim by the Customer for
damage, shortages or non-delivery is deemed to have been waived.
(vi) The Company shall in its sole discretion be entitled to have manufactured the Goods
by instalments and to make available the Goods for collection or delivery as the case may
be in such instalments subject to these conditions. Unless otherwise agreed in writing,
where the Goods are to be delivered or Services are to be performed in instalments, each
delivery or performance shall be a separate contract and failure by the Company to deliver
or perform any one or more of the instalments in accordance with these conditions or any
claim by the Customer in respect of any one or more instalment shall not entitle the
Customer to treat the Contract as a whole as repudiated.
(vii) The Company will use reasonable commercial endeavours to have manufactured the
Goods by any time or date agreed with the Customer but time of manufacture, collection
or delivery as the case may be shall not be of the essence of the Contract. Any date specified
by the Company for completion of the manufacture of the Goods or for collection or
delivery is approximate only and in the event of the Company's failure to meet such date
for any reason the Company shall not be liable for any loss or damage suffered by the
Customer as a result nor shall this constitute a breach or repudiation of the Contract.
9. VARIATION ADDITIONS AND OMISSIONS
(i) The Company may vary the design or construction of the Goods or Services using
reasonable skill at any time prior to the Completion of the Contract provided that such
variation will not alter substantially the performance or specification of the Goods.
(ii) The Company shall use all reasonable endeavours to comply with any reasonable
requests by the Customer to modify the Goods or Services (whether by way of additions
omissions substitutions alterations or otherwise) but in so doing may alter the price or the
delivery dates or stipulate such other conditions as in its discretion the Company may
consider reasonable and all extra costs arising by reason of delay to the Completion of the
Contract resulting directly or indirectly from such modifications shall be payable by the
Customer. The Company reserves the right to suspend the supply of the Goods or
installation of Services until the Customer has agreed to the terms of any modifications.
10. SUB-CONTRACTING
The Company shall be entitled to sub-contract or assign all or any of its obligations under
the Contract.
11. SITE SERVICES
The Customer will ensure at its own cost during supply of Services on Site that:
(i) Such equipment, services, including safety services, consumable stores, roadways,
heating, telephone, toilets, canteen and medical services, water, power, lighting, product,
suitable personnel and any other facilities required by the Company are provided at such
times as the Company shall require.
(ii) Secure dry premises for storage for the Company's use are available.
(iii) Free and unobstructed access at all times to the Site is available to the Company,
including possession of acceptably prepared working areas, within such time scales as
required by the Company.
(iv) All structural alterations to buildings and foundations (including foundations and
supports for machinery) together with any cleaning, lifting, moving, strengthening and
protection work which the Company advises are necessary are executed by the Customer
in a proper workmanlike manner and at such times as the Company shall require.
12. INSTALLATION AND COMMISSIONING
(i) Installation and Commissioning Services will be provided where applicable as detailed
in the Company's quotation. If installation and Commissioning is provided for a fixed fee
but is prolonged for any reason outside the Company’s control and, as a result, the work of
the Company's employees is suspended or increased or the Company incurs any additional
costs, a prolongation fee may be charged by the Company to the Customer.
(ii) On completion of the Commissioning and the issue by the Company of a hand over
certificate which may detail minor items to be completed the Customer shall be deemed to
have taken over and become responsible for the Goods including the operation, cleaning
and maintenance of such Goods.
(iii) The Customer shall not use the Goods until Commissioning has been completed.
(iv) Any additional tests requested by the Customer on completion of the Commissioning
and the conditions under which they will be conducted must be agreed in writing by the
Company.
13. HEALTH AND SAFETY
Where the Goods are manufactured or supplied by the Company it shall ensure that it
complies with all its duties and obligations under the Health and Safety at Work etc. Act
1974 (the Act) according to its interpretation of the Act. Any additional work required to
meet the requirements of the Act (as interpreted by the Customer) or specified by the local
factory inspector will be charged extra. Save as aforesaid the Company shall not be
responsible for ensuring that any applicable statutory safety and environmental
requirements which relate to the use of the Goods or Services by the Customer are satisfied
and no warranty or representation is given by the Company in this respect.
14. RISK AND TITLE AND LIEN
(i) Where the Company arranges for transportation and delivery of the Goods to the
Customer’s premises the Goods are at the risk of the Customer from the time of delivery.
Where the Customer gives notice that it is arranging for the Goods to be collected and the
Goods are collected by or on behalf of the Customer, the Goods are at the risk of the
Customer from the time of collection.
(ii) Ownership of the Goods shall not pass to the Customer until the Company has received
in full (in cash or cleared funds) all sums due to it in respect of:
(a) the Goods; and
(b) all other sums which are or which become due to the Company from the Customer
on any account.
(iii) Until ownership of the Goods has passed to the Customer, the Customer shall:
(a) hold the Goods on a fiduciary basis as the Company's bailee;
(b) store the Goods (at no cost to the Company) separately from all other goods of the
Customer or any third party in such a way that they remain readily identifiable as the
Company's property;
(c) not destroy, deface or obscure any identifying mark or packaging on or relating to the
Goods; and
(d) maintain the Goods in satisfactory condition and keep them insured on the
Company's behalf for their full price against all risks to the reasonable satisfaction of the
Company. On request the Customer shall produce the policy of insurance to the
Company.
(iv) Until such time as the Goods have been paid for in full the Customer shall not nor shall
it allow any third party to acquire an interest in them or title to them and without prejudice
to the generality thereof the Customer shall not pledge them or part with possession of
them or allow any charge, lien or other encumbrance to affect the Goods or allow them to
be installed as a fixture of any property.
(v) The Customer's right to possession of the Goods shall terminate immediately if:
(a) the Customer has a bankruptcy order made against him or makes an arrangement or
composition with his creditors, or otherwise takes the benefit of any statutory provision
for the time being in force for the relief of insolvent debtors, or (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, or has a receiver and/or manager,
administrator or administrative receiver appointed of its undertaking or any part thereof,
or documents are filed with the court for the appointment of an administrator of the
Customer or notice of intention to appoint an administrator is given by the Customer or
its directors or by a qualifying floating charge holder (as defined in paragraph 14 of
Schedule B1 to the Insolvency Act 1986), or 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 any proceedings are commenced relating to the
insolvency or possible insolvency of the Customer; or
(b) the Customer suffers or allows any execution, whether legal or equitable, to be levied
on his/its property or obtained against him/it, or fails to observe or perform any of his/its
obligations under the Contract or any other contract between the Company and the
Customer, or is unable to pay its debts within the meaning of section 123 of the
Insolvency Act 1986 or the Customer ceases to trade; or
(c) the Customer encumbers or in any way charges any of the Goods.
(vi) The Company shall be entitled to recover payment for the Goods notwithstanding that
ownership of any of the Goods has not passed from the Company.
(vii) The Customer grants the Company, its agents and employees an irrevocable licence at
any time to enter any premises where the Goods are or may be stored in order to inspect
them, or, where the Customer's right to possession has terminated, to recover them.
(viii) Where the Company is unable to determine whether any Goods are the goods in
respect of which the Customer's right to possession has terminated, the Customer shall be
deemed to have sold all goods of the kind sold by the Company to the Customer in the
order in which they were invoiced to the Customer.
(ix) On termination of the Contract, howsoever caused, the Company's (but not the
Customer’s) rights contained in this condition 14 shall remain in effect.
(x) The Company shall be entitled to exercise a general lien or right of retention on all
Goods or any part thereof in the Company's possession which are the Customer's property
for any sums whatsoever due to the Company and pursuant to such lien or right to the
Company shall be entitled without notice to the Customer to sell all or any part of such
Goods or part thereof privately or by auction or otherwise and keep the proceeds of the
sale in diminution of such sums and of all costs and expenses incurred by the Company in
effecting the said sales. Any balance remaining thereafter shall be remitted to the
Customer by the Company.
15. TERMS OF PAYMENT
(i) The Customer shall pay the price of the Goods in the currency specified. All cheques
and bills must be cleared on or before the due date for payment.
(ii) Deposits and stage payments (in particular but not limited to orders for machinery) are
payable upon demand. For all new Customers the first order is required to be paid when
the relevant order is made. Invoices are payable within 30 days of invoice date unless other
terms of payment are accepted in writing.
(iii) All payments made by the Customer shall be made without any deduction or
deferment in respect of any disputes or claims whatsoever and/or in respect of any taxes
imposed by or under the authority of any government or public authority.
(iv) If payment is not made within the stipulated time interest on any outstanding balance
will be charged at the rate of 2 per cent per month calculated on a daily basis without
prejudice to the Company's right to receive payment within the stipulated period.
(v) If the Customer delays making payment under the terms of the Contract the Company
may suspend work or delivery until such payment is made and the Company shall be
entitled to increase the Contract price to cover any extra expense incurred thereby.
(vi) The Company is entitled to set off sums owed by the Company to the Customer against
sums owed by the Customer to the Company.
(vii) If the Company is not satisfied for whatever reason that the Customer is sufficiently
credit worthy the Company at its sole discretion shall be entitled to suspend manufacture
and despatch the remainder of the Goods and/or treat the contract as repudiated and/or
sell any of the Goods in its possession and the Customer shall indemnify the Company for
any loss or damage which the company suffers as a result without prejudice to any other
rights of the Company hereunder.
16. FORCE MAJEURE
If the Company is prevented or delayed from or in performing any of its obligations under
the Contract by force majeure, which shall include but not be limited to any act of God,
fire, act of government or state, war, civil commotion, insurrection, embargo, inability to
obtain raw materials, energy or othersupplies, labour disputes ofwhatever naturewhether
or not by or involving employees of the Company, or other circumstances beyond the
control of the Company then the Company may give notice in writing to the Customer of
the circumstances constituting force majeure and of the obligation, performance of which
is thereby delayed or prevented, and shall thereupon be excused from compliance with
such obligation for as long as such circumstances may continue.
17. CANCELLATION
If the Customer gives notice in writing of its cancellation of all or part of its order for the
Goods or Services the Customer shall forthwith upon demand reimburse the Company
the costs or expenses which it has incurred in dealing with the order prior to its receipt of
the notice of cancellation.
18. PERFORMANCE
(i) The Company will accept no liability for failure to attain any performance figures it
quotes unless they have been specifically guaranteed subject to any tolerances specified or
agreed. The Company shall at all times be given reasonable time and opportunity to rectify
its performance before the Customer becomes entitled to make any claim.
(ii) The Customer assumes responsibility that Goods ordered by the Customer are
sufficient and suitable for its purposes save so far as its stipulations are in accordance with
the Company's advice given in writing.
THE CUSTOMER’S ATTENTION IS PARTICULARLY DRAWN TO THE FOLLOWING CONDITIONS
19. DEFECTS LIABILITY
(i) Subject to the terms of this clause the Company will replace, or at its option, repair any
part of the Goods manufactured by the Company and rectify any part of Services executed
by the Company which may prove defective through faulty design, materials or
workmanship within six calendar months of delivery based on single shift operation upon
the Customer giving to the Company immediate written notice of such fault in design,
materials or workmanship.
(ii) The above warranty shall only apply provided that:-
(a) Defective parts are returned to the Company or, if that is not feasible, the Company
is given all reasonable facilities for repair, inspection and testing;
(b) The Customer shall have complied with the terms of payment and all other
conditions of the Contract and the Goods shall, where relevant, have been operated and
maintained in accordance with the instructions provided by the Company;
(c) No replacement, repair or rectification is made or attempted without the Company's
prior written approval;
(iii) Replacement parts are supplied free of charge but the Customer shall bear the cost of
delivery (including the cost of returns to manufacturer) and labour.
(iv) Goods supplied but not manufactured by the Company are sold subject to such
guarantees as are offered by the Company's suppliers and in such cases the Company's
liability to the Customer is limited to such rights and remedies as the Company may itself
be able to exercise under the terms of the Company's agreements with its suppliers.
(v) Save as provided in this condition 19 the Company shall be under no liability
whatsoever in regard to the Goods or Services and the provisions of this condition 19 shall
exclude any warranty or condition which might but for this condition be implied by
statute, common law, custom or otherwise and the Company shall be under no further or
other liability whatsoever in respect of loss or damage caused directly or indirectly by any
failure or defect in the design, performance, quality or condition of the Goods or Services,
even if the same frustrates further performance of the Contract. In any event the
Company's liability in respect of the Goods or Services proving defective shall be limited
to the cost of replacement, repair or rectification in accordance with the previous
provisions of this Clause 19.
(vi) The Company shall not be liable in any circumstances whatsoever to the Customer
for:
(a) loss of use or profits or of contracts; or
(b) any consequential or indirect loss suffered by the Customer.
(vii) Nothing in these Conditions shall limit the Company’s liability for death or personal
injury caused by the Company’s negligence or for fraudulent misrepresentation.
(viii) The Company shall so far as appropriate use its best endeavours to assign to the
Customer the benefit of any warranty which the Company may have from suppliers of
components and parts for the Goods or from sub-contract manufacturers of the Goods or
Services
20. LIABILITY FOR ACCIDENTS AND DAMAGE
The Customer shall indemnify the Company in respect of any loss, injury, damage,
expense or claim of whatsoever nature and howsoever arising out of the Goods or Services
or theirstorage, installation, use, operation or maintenance save to the extent that the same
is caused by the negligence of the Company, its servants or agents including the
Company's sub-contractors.
21. ARBITRATION
If at any time any dispute or difference whatsoever shall arise under or in connection with
the Contract including its validity, construction and performance either party may give to
the other notice inwriting of such dispute or difference with short particulars of each point
at issue and of its intention to submit the same to arbitration. Such dispute or difference
shall then be referred to the decision of an arbitrator in England to be agreed on by the
Customer and the Company or, failing agreement within fourteen days of either party
having given to the other the name of a suggested arbitrator, such arbitrator to be
appointed on the request of either party by the President for the time being of the Law
Society.
22. NON-SOLICITATION
(i) For the duration of this Contract and for one year after, the Customer shall not (except
with the prior written consent of the Company) solicit (with a view to offering
employment) or otherwise seek to entice away from the employment of the Company
any personnel who have been engaged in the provision of Services at the Site. For the
avoidance of doubt, this restriction does not prevent employment arising genuinely from
public advertisement placed by the Customer or a request for employment initiated
exclusively by the employee.
(ii) The restriction set out in condition 22(i) is considered reasonable by the Customer and
it acknowledges (having taken legal advice) that the provisions of condition 22 are
necessary for the protection of the proprietary and commercial interests of the Company.
(iii) In the event of breach by the Customer of condition 22(i), the Customer shall pay to
the Company immediately upon receipt of a written demand (and without prejudice to
any other rights and remedies available to the Company) a sum equivalent to 50% of the
gross annual salary (calculated as at the date of termination) of the relevant employee.
23. GENERAL
(i) Each right or remedy of the Company under the Contract is without prejudice to any
other right or remedy of the Company, whether or not under the Contract.
(ii) If any provision of the Contract is found by any competent authority to be invalid,
unenforceable or unreasonable, it shall be severed from the remainder of the Contract
which shall continue in full force and effect.
(iii) Failure or delay by the Company in enforcing or partially enforcing any provision of
the Contract is not a waiver of any of its rights under the Contract.
(iv) Any waiver by the Company of any breach by the Customer is not a waiver
of any subsequent breach.