1 Interpretation
1.1 In these conditions
'BUYER' means the person who accepts a
quotation of the Seller for the sale of the
Goods or the provision of the Services or
whose order for the Goods or Services the
Seller accepts.
'GOODS' means the goods or services
(including any installation of the goods or
services or any parts thereof), which the
Seller agrees to supply in accordance with
these Conditions
'SELLER' means PC Support Services Ltd (PCssltd.com).
'CONDITIONS' means the standard terms and
conditions of sale and supply set out in
this document and (unless the context
otherwise requires) include any special
terms and conditions agreed in writing
between the Buyer and the Seller
'CONTRACT' means the contract for the
purchase and sale of the Goods or services.
'WRITING' includes facsimile transmission,
electronic mail and comparable means of
communication.
1.2 Any reference in these Conditions to any
provision of a statute shall be construed as
a reference to that provision as amended,
re-enacted or extended at the relevant time.
1.3 The headings in these conditions are for
convenience only and shall not affect their
interpretation.
2. Basis of the sale or supply
2.1 The Seller shall sell and the Buyer
shall purchase the Goods in accordance with
any written quotation of the Seller which is
accepted by the Buyer, or any written order
of the Buyer which is accepted by the
Seller, subject in either case to these
Conditions, which shall govern the Contract
to the exclusion of any other terms and
conditions subject to which any such
quotation is accepted or purported to be
accepted, or any such order is made or
purported to be made, by the Buyer.
2.2 This condition does not apply where the
Buyer deals with the Seller as a consumer.
No variation to these Conditions shall be
binding unless agreed in Writing between the
authorised representatives of the Buyer and
the Seller.
2.3 This condition does not apply where the
Buyer deals with the Seller as a consumer.
The Seller's employees or agents are not
authorised to make any representations
concerning the Goods unless confirmed by the
Seller in Writing. In entering into the
Contract the Buyer acknowledges that it does
not rely on any such representations, which
are not so confirmed.
2.4 This condition does not apply where the
Buyer deals with the Seller as a consumer.
Any advice or recommendation given by the
Seller or its employees or agents to the
Buyer or its employees or agents as to the
storage, application or use of the Goods
which is not confirmed in Writing by the
Seller is followed or acted upon entirely at
the Buyer's own risk, and accordingly the
Seller shall not be liable for any such
advice or recommendation which is not so
confirmed.
2.5 This condition does not apply where the
Buyer deals with the Seller as a consumer.
Any typographical, clerical or other error
or omission in any sales literature,
quotation, price list, acceptance of offer,
invoice or other document or information
issued by the Seller shall be subject to
correction without any liability on the part
of the Seller.
3. Orders and Specifications
3.1 This condition does not apply where the
Buyer deals with the Seller as a consumer.
No order submitted by the Buyer shall be
deemed accepted by the Seller unless and
until confirmed in writing by the Seller's
authorised representative.
3.2 The Buyer shall be responsible to the
Seller for ensuring the accuracy of the
terms of any order (including any applicable
specification) submitted by the Buyer, and
for giving the Seller any necessary
information relating to the Goods within a
sufficient time to enable the Seller to
perform the Contract in accordance with its
terms.
3.3 The quantity, quality and description of
and any specification for the Goods shall be
those set out in the Seller's quotation (if
accepted by the Buyer) or the Buyer's order
(if accepted by the Seller).
3.4 If the Goods are to be
manufactured/supplied in accordance with a
specification submitted by the Buyer, the
Buyer shall indemnify the Seller against all
loss, damages, costs and expenses awarded
against or incurred by the Seller in
connection with or paid, or agreed to be
paid, by the Seller in settlement of any
claim for infringement of any patent,
copyright, design, trade mark or other
industrial or intellectual property rights
of any other person which results from the
Seller's use of the Buyer's specification.
3.5 No order which had been accepted by the
Seller may be cancelled by the Buyer except
with the agreement in Writing of the Seller
and on terms that the Buyer shall indemnify
the Seller in full against all loss
(including loss of profit), costs (including
the cost of all labour and materials used),
damages, charges and expenses incurred by
the Seller as a result of cancellation.
4. Price of goods
4.1 The price of the Goods shall be the
Seller's quoted price or, where no price has
been quoted (or a quoted price is no longer
valid), the price listed in the Seller's
published price list current at the date of
acceptance of the order.
4.2 Except as otherwise stated under the
terms of any quotation or in any price list
of the Seller, and unless otherwise agreed
in Writing between the Buyer and the Seller,
all prices are given by the Seller on an ex
works basis, and where the Seller agrees to
deliver the goods otherwise than at the
Seller's premises, the Buyer shall be liable
to pay the Seller's charges for transport,
packaging and insurance.
4.3 The price is exclusive of any applicable
value added tax, which the Buyer shall be
additionally liable to pay to the Seller.
5. Terms of payment
5.1 This condition does not apply where the
Buyer deals with the Seller as a consumer.
The Buyer shall pay the price of the Goods
upon delivery. Time for payment shall be of
the essence.
5.2 The Seller shall not be bound to deliver
the Goods until the Buyer has paid for them.
Payment shall be due before the Delivery
date and time for payment shall be of the
essence.
5.3 This condition does not apply where the
Buyer deals with the Seller as a consumer.
If the Buyer fails to make any payment on
the due date then, without prejudice to any
other right or remedy available to the
Seller, the Seller shall be entitled to:
5.3.1 cancel the Contract or suspend any
further deliveries to the Buyer;
5.3.2 appropriate any payment made by the
Buyer to such of the Goods (or the Goods
supplied under any other contract between
the Buyer and the Seller) as the Seller may
think fit (notwithstanding any purported
appropriation by the Buyer); and
5.3.3 if the amount owed is late according
to the agreed terms, charge the Buyer
statutory interest charges on the amount
unpaid, at the rate of 8 per cent per annum
above the Bank of England base rate until
payment in full is made.
6. Acceptance of the Goods
6.1 If the Buyer properly rejects any of the
Goods which are not in accordance with the
contract the Buyer shall nonetheless pay the
full price for such Goods unless the Buyer
promptly gives notice of rejection to the
Seller and at the Buyer's cost returns such
Goods to the Seller as soon as reasonably
practicable.
7. Delivery
7.1 This condition does not apply where the
Buyer deals with the Seller as a consumer.
Delivery of the Goods shall be made by the
Buyer collecting the goods at the Seller's
premises at any time after the Seller has
notified the Buyer that the Goods are ready
for collection or, if some other place for
delivery is agreed by the Seller, by the
Seller delivering the Goods to that place.
7.1 This condition does not apply where the
Buyer deals with the Seller as a consumer.
Any dates quoted for delivery of the Goods
are approximate only and the Seller shall
not be liable for any delay in delivery of
the Goods however caused. Time for delivery
shall not be of the essence of the Contract
unless previously agreed by the Seller in
writing. The Goods may be delivered by the
Seller in advance of the quoted delivery
date upon giving reasonable notice to the
Buyer.
7.2 Where the Goods are to be delivered in
instalments, each delivery shall constitute
a separate Contract and failure by the
Seller to deliver any one or more of the
instalments in accordance with these
Conditions or any claim by the Buyer in
respect of any one or more instalments shall
not entitle the Buyer to treat the Contract
as a whole as repudiated.
7.3 If the Seller fails to deliver the Goods
(or any instalment) for any reason other
than any cause beyond the Seller's
reasonable control or the Buyer's fault, and
the Seller is accordingly liable to the
Buyer, the Seller's liability shall be
limited to the excess (if any) of the cost
to the Buyer (in the cheapest available
market) of similar Goods to replace those
not delivered over the price of the Goods.
7.4 If the Buyer fails to take delivery of
the Goods or fails to give the Seller
adequate delivery instructions at the time
stated for delivery (otherwise than by
reason of any cause beyond the Buyer's
reasonable control or by reason of the
Seller's fault) then, without prejudice to
any other right or remedy available to the
Seller, the Seller may:
7.5.1 store the Goods until actual delivery
and charge the Buyer for the reasonable
costs (including insurance) of storage; or
7.5.1.1. sell the Goods at the best price
readily obtainable and (after deducting all
reasonable storage and selling expenses)
account to the Buyer for the excess over the
price under the Contract or charge the Buyer
for any shortfall below the price under the
Contract.
7.6 The Goods shall be delivered to the
Buyer at the Seller's address. Any risk on
the Goods shall pass to the Buyer upon such
delivery taking place.
7.7 In the event that the Seller shall
arrange for carriage of the Goods to the
Buyer's address, then the carrier shall be
deemed to be the Buyer's agent and the
Seller shall not be responsible for any
delays in delivery of the Goods beyond its
reasonable control.
8. Risk and property
8.1 Risk of damage to or loss of the Goods
shall pass to the Buyer:
8.1.1 in the case of Goods to be delivered
at the Seller's premises, at the time when
the Seller notifies the Buyer that the Goods
are available for collection; or
8.1.2 in the case of Goods to be delivered
otherwise than at the Seller's premises, at
the time of delivery or, if the Buyer
wrongfully fails to take delivery of the
Goods, the time when the Seller has tendered
delivery of the Goods.
8.2 Not withstanding delivery and the
passing of risk in the Goods, or any other
provision of these Conditions, the property
in the Goods shall not pass to the Buyer
until the Seller has received in cash ,or
cleared funds, payment in full of the price
of the Goods and all other Goods agreed to
be sold by the Seller to the Buyer for which
payment is then due.
8.3 Until such time as the property in the
Goods passes to the Buyer, the Buyer shall
hold the Goods as the Seller's fiduciary
agent and bailee, and shall keep the Goods
separate from those of the Buyer and third
parties and properly stored, protected and
insured and identified as the Seller's
property, but the Buyer shall be entitled to
resell or use the Goods in the ordinary
course of its business.
8.4 Until such time as the property in the
Goods passes to the Buyer (and provided the
Goods are still in existence and have not
been resold), The Seller shall be entitled
at any time to require the Buyer to deliver
up the Goods to the Seller and, if the Buyer
fails to do so forthwith, to enter upon any
premises of the Buyer or any third party
where the Goods are stored and repossess the
Goods.
8.5 The Buyer shall not be entitled to
pledge or in any way charge by way of
security for any indebtedness any of the
Goods which remain the property of the
Seller, but if the Buyer does so all moneys
owing by the Buyer to the Seller shall
(without prejudice to any other right or
remedy of the Seller) forthwith become due
and payable.
9 Warranties and liability where the Buyer
does not deal with the Seller as a consumer
9.1.1 The Buyer shall only be entitled to
the benefit of any warranties or guarantees
that are given by the manufacturer of the
Goods. All warranties, conditions or other
terms implied by statute or common law are
excluded to the fullest extent permitted by
law.
9.1.2. The Seller will advise the relevant
manufacturer of the Buyer's claim that Goods
are faulty and will administer the
replacement or repair of any Goods that are
faulty as is decided by the manufacturer
PROVIDED THAT:
(a) The Buyer immediately contacts the
seller by telephone or in writing to advise
the Seller of the perceived defect.
(b) The Buyer immediately sends the said
Goods to the Seller by registered post or
recorded delivery at the Buyer's own cost or
makes the Goods available for collection by
the Agent of the Seller at a reasonable
place and at a reasonable time.
9.2 In the event of the manufacturer
replacing or repairing the Goods and the
Seller receiving these Goods back from the
manufacturer, the Seller shall immediately
despatch those Goods at to the Buyer at the
Buyer's cost.
9.4 The Seller shall accept no liability in
respect of any defect in the Goods arising
from any drawing, design or specification
supplied by the Buyer.
9.5 The Seller shall be under no liability
in respect of any defect arising from fair
wear and tear, wilful damage, negligence,
abnormal working conditions, failure to
follow the Seller's instructions (whether
oral or in writing), misuse or alteration or
repair of the Goods without the Seller's
approval.
9.6 The Seller shall be under no liability
under the above warranty (or any other
warranty, condition or guarantee) if the
total price for the Goods has not been paid
by the due date for payment.
9.7 Any claim by the Buyer which is based on
any defect in the quality or condition of
the Goods or their failure to correspond
with specification shall (whether or not
delivery is refused by the Buyer) be
notified to the Seller within 7 days from
the date of delivery or (where the defect or
failure was not apparent on reasonable
inspection) within a reasonable time after
discovery of the defect or failure. If
delivery is not refused, and the Buyer does
not notify the Seller accordingly, the Buyer
shall not be entitled to reject the Goods
and the Seller shall have no liability for
such defect or failure, and the Buyer shall
be bound to pay the price as if the Goods
had been delivered in accordance with the
Contract.
9.8 Where any valid claim in respect of any
of the Goods which is based on any defect in
the quality or condition of the Goods or
their failure to meet specification is
notified to the Seller in accordance with
these Conditions, the Seller shall be
entitled to replace the Goods (or the part
in question) free of charge or, at the
Seller's sole discretion, refund to the
Buyer the price of the Goods (or a
proportionate part of the price excluding
original delivery costs), but the Seller
shall have no further liability to the
Buyer.
9.9 Except in respect or personal injury
caused by the Seller's negligence, the
Seller shall not be liable to the Buyer by
reason of any representation (unless
fraudulent), or any implied warranty,
condition or other term, or any duty at
common law, or under the express terms of
the Contact, for any indirect, special or
consequential loss or damage (whether for
loss of profit or otherwise), costs,
expenses or other claims for compensation
whatsoever (whether caused by the negligence
of the Seller, its employees or agents or
otherwise) which arise out of or in
connection with the supply of the Goods or
their use or resale by the Buyer, and the
entire liability of the Seller under or in
connection with the Contact shall not exceed
the price of the Goods, except as expressly
provided in these Conditions.
9.10 The Seller shall not be liable to the
Buyer or be deemed to be breach of the
Contract by reason of any delay in
performing, or any failure to perform, any
of the Seller's obligations in relation to
the Goods, if the delay or failure was due
to any cause beyond the Seller's reasonable
control. Without prejudice to the generality
of the foregoing, the following shall be
regarded as causes beyond the Seller's
reasonable control:
9.10.1 Act of God, explosion, flood,
tempest, fire accident.
9.10.2 war or threat of war, sabotage,
insurrection, civil disturbance or
requisition.
9.10.3 acts, restrictions, regulations,
byelaws, prohibitions or measures of any
kind on the part of any governmental,
parliamentary or local authority.
9.10.4 import or export regulations or
embargoes.
9.10.5 strikes, lockouts or other industrial
actions or trade disputes (whether involving
employees of the Seller of a third party).
9.10.6 difficulties in obtaining raw
materials, labour, fuel parts or machinery.
9.10.7 power failure or breakdown in
machinery.
10. Warranties and liability where the Buyer
deals with the Seller as a Consumer
Where the goods are sold under a consumer
transaction (as defined by the Consumer
Transactions (Restrictions on Statements)
Order 1976) the statutory rights of the
Buyer are not affected by these Conditions
10.1 Insolvency of Buyer
10.1 This clause does not apply where the
Buyer deals with the Seller as a consumer
but applies if:
10.1.1 the Buyer makes any voluntary
arrangement with its creditors or (being an
individual or firm) becomes bankrupt or
(being a company) becomes subject to an
administration order or goes into
liquidation (otherwise than for the purpose
of amalgamation or reconstruction); or
10.1.2 an encumbrancer takes possession, or
a receiver is appointed, of any of the
property or assets of the Buyer; or
10.1.3 the Buyer ceases, or threatens to
cease, to carry on business; or
10.1.4 the Seller reasonably apprehends that
any of the events mentioned above is about
to occur in relation to the Buyer and
notifies the Buyer accordingly.
10.2 If this clause applies then, without
prejudice to any other right or remedy
available to the Seller, the Seller shall be
entitled to cancel the Contract or suspend
any further deliveries under the Contract
without any liability to the Buyer, and if
the Goods have been delivered but not paid
for the price shall become immediately due
and payable not withstanding any previous
agreement or arrangement to the contrary.
11. Confidentiality
11.1 This condition does not apply where the
Buyer deals with the Seller as a Consumer.
11.2 The Buyer hereby acknowledges and
confirms that the Buyer shall keep
confidential all information of a secret or
confidential nature (except for that which
is already in the public domain) in relation
to the Seller or the Seller's business which
is disclosed to it or its advisors by the
Seller or its advisors and will not without
the Seller's consent divulge such
information.
12. General
12.1 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 other address as may at the
relevant time have been notified pursuant to
this provision to the party giving the
notice.
12.2 This condition does not apply where the
Buyer deals with the Seller as a Consumer.
No waiver by the Seller of any breach of the
Contract by the Buyer shall be considered as
a waiver of any subsequent breach of the
same or any other provision.
12.3 This condition does not apply where the
Buyer deals with the Seller as a Consumer.
If any provision of these Conditions is held
by any competent authority 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.
12.4 This condition does not apply where the
Buyer deals with the Seller as a Consumer.
This contract is governed by the laws of
England, and the Buyer agrees to submit to
the non-exclusive jurisdiction of the
English courts.
Placing an order
All prices will be charged at the published
price list current at the date of order, and
VAT will be charged at the current rate of
17.5%. Unless otherwise stated all goods
carry a 12 month manufacturer's warranty
covering mainland UK shipments only.
Customers must use any manufacturer's
warranty arrangements specifically provided.
Goods are not sold on a trial basis. No
refunds can be made after 30 days and
warranty support may involve dealing
directly with the manufacturer.
Force Majeure
Neither party shall be liable for any
default due to any act of God, war, strike,
lockout, industrial action, fire or other
event beyond the reasonable control of
either party.
Law
All disputes arising out of this contract
shall be subject to the jurisdiction of the
Courts of England and Wales.
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