Terms & Conditions of sale for Serendipity Systems Limited
All orders for goods accepted by Serendipity Systems
Limited ('the vendor') are accepted subject to the following conditions that
shall form part and govern the contract of sale. Acceptance of goods shall be
deemed to be acceptance of these conditions of sale. Any term sought to be
imposed by a purchaser either in a document or otherwise that conflicts with or
adds to these conditions is not accepted. No agent or representative of the
vendor has authority to vary these conditions unless accepted in writing by a
director of Serendipity Systems Limited, hereinafter referred to as 'a
director'.
1. Payment
and Price
a.
The vendor reserves the right to vary the quoted price for
the goods by upward additions in accordance with market conditions at the date
of actual supply and the purchaser shall pay such additions in addition to the
quoted price. Price Lists do not constitute an offer.
b.
All invoices are due for payment on the date shown on the
invoice. Payment is to be made in sterling unless otherwise agreed in writing
by a director.
c.
All overdue accounts will be charged, on a daily basis,
commercial interest at 5% above the base rate of HSBC Bank plc obtaining at the
time.
2. Availability
of Goods
The vendor will use its best endeavours to comply
with the date named for despatch or delivery which date is given and intended
as an estimate only and is not to be the essence of the contract. If owing to
non-availability of the goods or any other causes beyond the vendor’s control,
the vendor shall be unable to effect delivery hereunder it shall be at liberty
to determine the contract or part thereof by giving notice in writing to the
purchaser.
3. Property
and Risk
For so long as any amounts remain owing from the
purchaser to the vendor (whether immediately due or not) title to the property
of the goods shall remain in the vendor and ownership will not pass to the
purchaser until the vendor has received payment in full. In the event of the
purchaser reselling the goods, if the vendor has not received all amounts owing
to it, the purchaser shall account to the vendor for the proceeds of any such
sale and meanwhile will hold all proceeds of such sale of such goods upon trust
of the vendor until the vendor has received such amounts in full. At any time
after the due date for payment from the purchaser to the vendor, and so long
as such amounts have not been received by the vendor in full, the vendor, at
the purchaser’s expense, shall have the right to enter the purchasers premises
and remove therefrom all goods which remain the property of the vendor.
4. Design
Variation
Whilst the vendor makes every effort to ensure that
goods supplied correspond to in every respect with the sample, specification or
description provided as the case may be, the vendor is not responsible for the
minor variations in specification, in colour or other design features, and no
such minor variation shall entitle the purchaser to rescind the contract or
shall be the subject of any claim against the vendor by the purchaser.
5. Claims
a.
No liability for any claim for damage or non-functionality
shall be accepted unless the purchaser notifies the vendor in writing within
seven days of delivery. This period may be extended at the sole discretion of
the vendor.
b.
No liability for any claim for missing items such as
manuals, etc. shall be accepted unless the purchaser notifies the vendor in
writing within seven days of delivery.
c.
No liability for any claim will be accepted in the case of
goods differing in quantity or descriptions from the particulars given on the
delivery note unless the purchaser notifies the vendor in writing within seven
days of delivery and the onus is on the purchaser to prove any shortage.
d.
In the case of active third-party on-site maintenance
contracts, the purchaser accepts an obligation to use the services of the contracted
third-party to resolve claims under clause 5(a).
6. Guarantee
a.
The purchaser shall, unless otherwise, in writing, be
responsible for all carriage, telephone, postal and other incidental charges
incurred during the guarantee period.
b.
Where a guarantee includes repair performed on the
purchaser’s premises, commonly known as an ‘on-site maintenance’, this shall
not apply outside the mainland of Great Britain. Purchasers whose premises are
on outlying islands will instead receive ‘return-to-base’ maintenance.
c.
The vendor guarantees to you that product (excl. 3rd Party
products) will be free from defects for 12 months from delivery and spare parts
for 90 days from installation. Should the product be defective within this period,
the vendor will repair or replace the product (at the vendor's discretion) within
a reasonable time. You must allow the vendor to examine product at the vendor’s
premises. The vendor owns any replaced product or parts. All reasonable care and
endeavour shall be used to resolve problems within a realistic period in the
circumstances. The vendor manufactures and repairs using components, which are new
or equivalent to new in accordance with industry standards and practice.
d.
The vendor does not give a warranty or guarantee
protection for:
i.
Damage caused by incorrect installation, use,
modifications or repair by any unauthorised 3rd party or by the
purchaser.
ii.
Damage caused by any party or other external force.
iii.
Fitness for any particular purpose.
iv.
3rd Party Products, Software and Integration
Material specified by the purchaser. The purchaser should receive the warranty
for these products directly from their manufacturer or licensor.
v.
Any instruction given by the purchaser and correctly
performed by Serendipity Systems Ltd.
7. Consumer
Rights
If you are a Consumer you may cancel your purchase at any
time within 7 days of receipt and receive a refund of the Price paid. To do
this you must inform the vendor in writing and return the products immediately,
in the same condition you received them and at your own cost and risk. Any
statutory Consumer rights are unaffected by this Agreement.
8. Software
Software not owned by the vendor is supplied subject to
licence and warranty of the Software licensor. The vendor encloses the Software
licence that you require with the product where necessary; you must comply with
that licence.
9. Export
Control
You acknowledge that product may include technology and
Software that is subject to US and EU export control laws and laws of the
country where it is delivered or used: you must abide by all these laws.
Product may not be sold, leased or transferred to restricted end users or
countries or for a user involved in weapons of mass destruction or genocide.
You acknowledge that US and EU restrictions vary regularly and depending on
the product, therefore you must refer to the current US and EU regulations.
10. Returned
Goods
a.
The vendor will not accept goods for credit or
rectification unless such return has been authorised by a director, and the
goods are received by the vendor in stock condition, with original packaging
and the vendor retains the right at its sole discretion whether to accept the
return of the goods or whether to rectify the goods or whether to issue a
credit note in respect thereof. The vendor reserves the right to charge a
restocking fee on goods returned for credit that are not in stock condition.
b.
The purchaser shall, unless otherwise stated, be responsible
for the cost of outward and return carriage and insurance of all the goods
returned by the purchaser to the vendor for service or credit which shall be at
the risk of the purchaser until actual receipt of the goods by the vendor. The
onus of proof safe delivery shall rest with the purchaser.
c.
All items returned to the vendor by prearrangement and
found to contain no fault, will be subject to a 25% restocking charge,
providing the goods are in original stock condition. Any downward variation of
this restocking charge shall be at the sole discretion of the vendor.
d.
No credit shall be allowed for goods until they have been
received complete.
11. Consequential
Loss
The extent of the vendor liability to the purchaser
for any default or breach whatsoever and howsoever arising shall in no case
exceed the invoice value of the goods and the vendor shall in no circumstances
whatsoever be liable to the purchaser in respect of any loss or damage whether
suffered by the purchaser or any customer of the purchaser and whether direct,
indirect, consequential, or however else arising.
12. Law
a.
If any part of these terms and conditions shall be found
to be unlawful it shall not affect the validity or enforceability of the
remainder of the conditions.
b.
This contract is and shall be deemed to have been made in
England and shall be in all respects be governed by English Law. The Vienna
Convention on Contracts for the International Sale of Goods is excluded.
Payment
Serendipity Systems Limited accept payment as
follows:
Cash Sterling
currency tendered in person. Do not send cash through the post.
Postal/Money Order Only UK
Sterling Postal Orders accepted. Please cross the order with the words A/C
PAYEE ONLY.
Cheques Orders
paid by cheque will not be dispatched until the cheque has cleared, for which
up to fourteen days should be allowed. Personal cheques may be cleared
immediately provided a valid cheque guarantee card number and expiry date are
written on the reverse of the cheque. Business cheques may be subject to a
surcharge for immediate clearance. A Building Society or Bankers draft will be
cleared immediately provided it is presented during banking hours. Foreign
cheques must be drawn on a UK bank in Sterling; otherwise further charges may
be made.
Credit/Debit Card We can
accept Visa, MasterCard, Switch and Solo. All purchases using credit / debit
cards must be made via our web site. Surcharges for credit cards are not
normally made, but the vendor reserves the right to do so.
Credit Terms Credit
may be extended at the sole discretion of the vendor. These are usually limited
to central and local government departments and agencies, and public limited
companies whose shares are fully quoted on the London Stock Exchange. All
credit orders must be in writing, using wherever appropriate, the official
stationery of the purchaser. We reserve the right to surcharge for credit
orders.
Contra Arrangement
Exchange of goods or services can only be used to settle invoices
by the express written permission of the vendor.
