Terms and Conditions for supply of goods or services to Barclays Bank of Uganda Limited

Download BBU Local Order Terms and Conditions

These terms and conditions are applicable to this purchase order

  • 1. Sole Agreement

    Unless otherwise agreed in writing these terms ("Terms" and each a "Term") and the purchase order overleaf (together the "Order") and any contract which may be specified overleaf ("Contract") represent the only conditions upon which Barclays Bank of Uganda Limited ("Barclays") procures the items or services specified overleaf ("Products") from the person to whom this Order is addressed ("Supplier"). Barclays does not accept other conditions which the Supplier may specify. In the event of any inconsistency between this Order and any Contract, the Contract shall take precedence.

  • 2. Conformity with order

    Products shall conform strictly with this Order. The Supplier shall not vary the quantities specified and/or the specification, if any, stipulated in this Order, without the prior written consent of Barclays.

  • 3. Delivery and title

    1. The delivery date/s and address/es are those specified in this Order. Time shall be of the essence in respect of the Supplier's obligations under this Order.

    2. The Supplier will not be excused for delay in delivery or performance except due to circumstances outside its control and then only subject to the Supplier having notified Barclays in writing on becoming aware of such circumstances. Barclays may terminate this Order, in whole or in part, without incurring any liability to the Supplier if such a delay becomes, in Barclays' absolute opinion, significant.

    3. Title to Products and risk of loss or damage to Products shall pass to Barclays on delivery, free from any third party rights or interests.

    4. If, on delivery, the Products do not conform to this Order, then Barclays may reject the Products and the Supplier shall, at its sole expense, either promptly rectify any defects or, at Barclays' option, supply appropriate replacement Products. Products shall be subject to such testing and/or inspection as Barclays may consider necessary.





  • 4. Price and payment

    Prices specified in this Order cannot be increased. Payment for the Products shall be made by Barclays against a formal invoice from the Supplier. Invoices shall be posted to the address shown overleaf.

  • 5. Anti-bribery undertakings

    The supplier understands that Barclays is committed to complying with all anti-bribery laws and regulations to which Barclays is subject, including the Anti-Bribery Act of 2009. The supplier represents and warrants that neither it nor any of its associated persons have taken or will take any action that might cause Barclays to violate either the Anti-Bribery Act of 2009, namely: that neither the supplier nor any of its associated persons will, authorise, offer, give or agree to offer or give, directly or indirectly, any payment, gift or other advantage with respect to any activities undertaken relating to this purchase order.

  • 6. Proprietary rights liability



    1. If any allegation should be made or any claim asserted against Barclays that its receipt, use or possession of the Products, or any part thereof, or any other materials provided to Barclays relating to any Products or pursuant to this Order is a violation or infringement of any third party's contractual, industrial, commercial or intellectual property rights including but not limited to any patent, registered design, design right, trade mark, copyright or service mark or any application therefor, the Supplier will indemnify Barclays against and hold it harmless from any and all losses, liabilities, costs, claims, damages and expenses (including legal fees) which arise directly or indirectly from such allegation or claim provided that this indemnity shall not apply where the allegation or claim arises solely as a result of the Supplier following a design or process originated and furnished by Barclays. The Supplier shall either:

      (a) Procure for Barclays the right to continue using the infringing Products; or
      (b) Modify or replace the Products so that they become non-infringing.

    2. Should neither option avoid the allegation or claim referred to in this Term 6, then Barclays may at its option return the Products to the Supplier and, without prejudice to the indemnity in this Term 5, the Supplier shall refund in full the purchase price paid by Barclays for the relevant Products.





  • 7. Confidentiality and publicity

    From time to time confidential information may be given by one party (“the Disclosing Party”) to the other party (“the Recipient”). The Receiving Party will treat and keep all confidential information as secret and confidential and will not, without the Disclosing Party’s written consent, directly or indirectly communicate or disclose (whether in writing or orally or in any other manner) confidential information to any other person other than in accordance with the terms of this Agreement.

  • 8. Access

    The Supplier shall be liable for the acts, omissions and defaults of its personnel or agents who, for the purposes of this Order, shall be treated as if they are the Supplier's employees. The Supplier shall ensure that any such personnel or agents whilst on Barclays' premises shall comply with Barclays' health and safety, security and system security rules and procedures where appropriate.

  • 9. Warranty

    The Supplier warrants that all Products delivered under this Order: 

    1. Shall be fit for their purpose and of satisfactory quality.

    2. Conform and comply in all respects with all statutory requirements and regulations in place.

    3. Correspond with any relevant description or specification (including any description or specification set out in the purchase order overleaf.

    4. Will not cause any deterioration in the functionality of any Barclays' equipment.

    5. Will not infringe any third party rights of any kind. The Supplier hereby indemnifies Barclays against all losses, liabilities, costs, claims, damages, expenses and awards of any kind incurred or made against Barclays in connection with any breach of this warranty.






















  • 10. Regulatory indemnity

    The Supplier will be solely liable for all losses, damages, costs, expenses and liabilities (including legal fees) incurred by or awarded against Barclays, any member of the Barclays or their respective directors, officers, agents, employees, members, subsidiaries and successors in interest (together the “Indemnified Persons”) in connection with any proceedings, claim or action against an Indemnified Person resulting from a breach by the Supplier of any legal and regulatory requirements in any jurisdiction from which the Products are provided. The Supplier will hold harmless each of the Indemnified Persons and indemnify each Indemnified Person on written demand in respect of all losses, damage, costs, expenses and liabilities (including legal fees) incurred by or awarded against an Indemnified Person in connection with any proceedings, claim or action against an Indemnified Person resulting from a breach by the Supplier of any legal and regulatory requirements.

  • 11. Liability





    Neither party limits its liability:

    1. For fraud or theft by it or its employees.

    2. For death or personal injury caused by its negligence or that of its employees, agents or subcontractors as applicable under Terms 5, 6, 8, 9 and 13.





  • 12. Law

    This Order shall be governed by and interpreted in accordance with Ugandan law but without prejudice to Barclays' right to take proceedings against the Supplier in other jurisdictions.

  • 13. General



    1. Completion or termination of this Order shall be without prejudice to any Term herein which by its nature would be deemed to continue after completion or termination, including but not limited to Terms 6, 7, 8, 9, 13, 14, and 20.

    2. If any Term herein be held illegal or unenforceable, the validity or enforceability of the remaining Terms shall not be affected.

    3. No failure or delay by Barclays to enforce any rights under this Order will operate as a waiver thereof by Barclays.

    4. All rights and remedies available to Barclays under this Order shall be in addition to, not to the exclusion of, rights otherwise available at law.





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