Terms & Conditions
Terms & Conditions
Terms of Trading - Baztex
These conditions are the only contractual terms upon which Baztex whose
registered office is at 81 Grampian Road Aviemore Inverness Shire PH22 1RH ("we"
or "us") is prepared to deal with its customers and will govern all
contracts for the supply of goods and/or software formed by our acceptance of a
customer order or a customer’s acceptance of our quotation to the exclusion of
any other contractual terms including any which a customer attempts to
introduce.
1 GENERAL
1.1 In these conditions:-
1.1.1 "you" means the person submitting an order for Products.
1.1.2 "Goods" means computer equipment and/or other equipment
to be supplied under these conditions as stated on our quotation or order
acknowledgement, as appropriate.
1.1.3 "Products" means Goods and/or Software.
1.1.4 "Software" means the computer programs to be supplied
under these conditions as stated on our quotation or order acknowledgement, as
appropriate.
1.2 The contract for supply of Products ("Contract") will be
formed upon our acceptance of your order. However we only agree to sell
products to you subject to their availability and accordingly the contract may
be cancelled by us in writing without liability to you if products cannot
within a reasonable period be acquired by us for resale. Acceptance of an order
by us can only be made in writing whether in hard form or electronically.
1.3 We may prior to accepting any order carry out a credit check and
then will only accept your order if we are satisfied with the results of such
check. You confirm that you are happy for us to carry out such check.
1.4 These conditions may only be modified by a written variation signed
by one of our directors. No other action by us (including delivery of Products)
is to be construed as our acceptance of any other conditions.
1.5 These conditions together with any matters referred to on our
quotation or order acknowledgement (as appropriate) embody the entire
understanding of the parties and supersede any prior promises, representations,
undertakings or implications.
1.6 Any omission or error in any sales literature, web page or site,
order form, quotation, price list, order acknowledgement, despatch note,
invoice or other document (whether written, oral or in electronic form) issued
by us may be corrected by us without liability.
1.7 The provisions of the Contracts (Rights of Third Parties) Act 1999
and all non-mandatory provisions of the Electronic Commerce (EC Directive)
Regulations 2002 are expressly excluded from the Contract. 1.8 Clause headings
are for convenience only and do not affect the interpretation of these
conditions. Reference in these conditions to a statutory provision will be
construed as a reference to that provision as amended, re-enacted or extended at
the relevant time. Words in the singular include the plural and vice versa.
1.9 The carrying out by us of any support and maintenance of Goods will
be governed by our standard support terms to the exclusion of any other terms.
1.10 Your attention is in particular drawn to conditions 2, 3, 8 and 9.
2 WARRANTY
2.1 We warrant that goods will at the time of delivery be free from
defects in workmanship and materials and correspond in all material respects
with the relevant product specification. We guarantee that the Goods (excl. 3rd
Party Products) will be free from defects for 12 months from delivery. If any
goods do not conform to this warranty then we will at our option either remedy
the defect in question, replace the defective Goods or refund the price of the
defective Goods. This remedy is the only remedy available to you for a breach
of this warranty and is only available on condition that:
2.1.1 you notify us in writing of any defects within 7 days;
2.1.2 defective Goods are returned to us within 7 days of written
notification referred to in condition 2.1.1; and
2.1.3 our examination of defective Goods at our premises discloses to
our satisfaction that the defect has not been caused by (a) your mis-use,
neglect, failure or inadequate maintenance, accident, improper storage,
installation or handling, or (b) repair or alteration by a third party. You
will refund to us the cost of any such examination where the remedy referred to
under this condition is not available together with, at our option and
discretion, a "restocking fee" of up to 15% of the price of the Goods
to cover our administrative expenses.
2.2 We will so far as we are reasonably able pass on to you the benefit
of all warranties received by us from the manufacturer of the products.
2.3 Where Goods are returned under condition 2.1 we will bear the cost
of delivering any repaired or replacement Goods to you (subject to levy of any
repacking fee due under condition 2.4). We will not be liable any delivery
costs where no remedy is available under condition 2.1.
2.4 Goods returned by you to us for any reason must be returned in their
original packaging in substantially the same condition as they were delivered
to you and must bear a Return Merchandise Authorisation (RMA) number clearly
visible on the exterior (such number to be obtained from us prior to return of
Goods by you). We will not accept liability for Goods returned without such
identification number. We may levy a fee for repackaging Goods returned to us
in a poorly packaged state.
2.5 Software (and its use) will be subject to the terms of the
manufacturer’s licence contained within the software itself (and accessed upon
loading) or within or upon the packaging of the software. Such licence will
state the extent of the manufacturer’s liability for the software. We cannot
accept any liability whatsoever for any defect or error in the same other than
where this has been caused by our negligence or default.
2.6 Items offered with a 36 month warranty will be covered for the first
12 months as per condition 2.1, the remaining 24 months will cover labour costs
only, postage costs will not be covered after the initial 12 months.(Items
covered by a 3rd Party Manufacturers Warranty may have seperate conditions)
3 LIMITATION OF LIABILITY
3.1 Nothing in these conditions affects the statutory rights of a
consumer as defined under the unfair contract terms act 1977. All conditions,
warranties or representations not contained in these conditions and implied by
statute or law are excluded or restricted to the fullest extent permitted.
3.2 This condition and condition 2 states our only liability to you
under or in connection with the contract.
3.3 Without prejudice to condition
3.4, we will not be liable to you by way of representation (unless
fraudulent), common law duty or under any express or implied term of the
contract for: 3.3.1 Any indirect, special or consequential loss or damage or
loss of profits (whether caused by our negligence or that of our employees
agents or otherwise) arising in connection with the supply of products and
related services or their use by you. 3.3.2 Any loss or retrieval of data, it
being your responsibility to keep adequate back-up copies of data and programs
held or used by you or on your behalf. 3.4 Our entire liability in connection
with the contract will not exceed one and a half times the purchase price of
the products in question.
3.5 Notwithstanding any other term of these conditions our liability to
you for:
3.5.1 Death or personal injury resulting from our negligence or that of
our employees, agents or subcontractors; and
3.5.2 Damage for which we are liable to you under part 1 of the Consumer
Protection Act 1987; is not limited save that this condition 3 shall not confer
a right or remedy on you to which you would not otherwise be entitled.
4 PRICE
4.1 The price for Products will be that stated on our quotation or order
acknowledgement (as appropriate) or, if no price is stated, our list price last
published on the date upon which Products are dispatched to you. We may vary
the price to the extent that the cost to us of acquiring or supplying Products
is increased between the date of quotation or order acknowledgement (as
appropriate) and delivery including, without limitation, increases in the costs
of carriage packaging or insurance or arising from a change in exchange rate, a
change in delivery dates quantities or specifications for Products requested by
you or delay caused by your instructions.
4.2 Prices quoted by us are unless otherwise stated exclusive of (a)
value added tax or any similar taxes, levies or duties, (b) the costs of
carriage, delivery, packaging and insurance, and (c) our handling charges, all
of which will be added to or charged on invoices at the appropriate rates and
paid by you.
5 PAYMENT
5.1 Unless otherwise agreed in writing, you must pay for Products prior
to their despatch to you by such means as we may notify you of. Where the
Products are supplied on credit terms granted at our discretion, payment will
be made by you within 21 days our invoice date. Payment by cheque is deemed to
have been made only upon such cheque being met on first presentation.
5.2 Where any payment to be made by you under the Contract is not made
by its due date then, without prejudice to our other rights and remedies, we
may:
5.2.1 charge interest on the outstanding amount (as well after as before
judgement) on a day to day basis at the statutory rate form time to time
applicable until the sum due is paid.
5.2.2 withhold further deliveries, suspend performance of the Contract
and/or withhold guarantees on previously supplied Products until arrangements
as to payment or credit have been established on terms which are satisfactory
to us.
5.3 Where Products are to be delivered in instalments, each delivery
constitutes a separate contract and failure by us to deliver any one or more of
the instalments in accordance with these conditions or any claim by you in
respect of any one or more instalments will not entitle you to treat the
Contract as a whole as repudiated.
6 DELIVERY
6.1 Delivery of Products shall be made by us to the place designated by
you in the accepted order or quotation, as appropriate. Delivery will be made
during normal business hours.
6.2 Unless otherwise expressly agreed in writing, any delivery date or
time specified by us in any quotation, despatch note or otherwise is a best
estimate only and we will not be liable to you for any loss or damage sustained
by you as a result of our failure to comply with such time scale.
6.3 If you pass or have a resolution passed for your winding-up, a
receiver is appointed over the whole or any part of your undertaking, an
administration order is made against you, you enter into or propose to enter
into any arrangement with your creditors, become unable to pay your debts (or
have no reasonable prospect of so doing), suffer a bankruptcy order or commit a
material breach of the Contract, then we may without prejudice to any other
right immediately terminate the Contract, suspend or cancel further delivery
and/or recover Products from you for which payment in full has not been
received.
7 RISK AND TITLE
7.1 Risk in Products shall pass to you upon delivery.
7.2 Title to Software shall not pass to you. Title to Goods shall not
pass to you until their full price and the price of any other goods which are
the subject of any other contract between you and us has been paid. Until title
passes, Goods shall be:-
7.2.1 stored by you at your premises in such a manner that they are
clearly identifiable as being our property and be kept separate from any other
goods whether or not supplied by us; 7.2.2 handed over to us on demand. We may
re-take possession of such Goods and may enter onto your premises for such
purpose.
7.3 If you fail to pay for any Products in accordance with these
conditions we may bring action against you for the price of the Products at any
time notwithstanding that title in Products has not passed to you.
8 DAMAGE OR LOSS IN TRANSIT
We shall repair or replace, free of charge any Products damaged or lost
in transit where delivery has been made by our carrier, provided that you give
us written notification of such damage or loss within 3 days of the date of
delivery (so that we may comply with our carrier’s conditions of carriage).
9 APPARENT DEFECTS
9.1 If the quantity of Products delivered does not correspond with the
quantity required to be delivered in that consignment you may not reject that
consignment and may only:-
9.1.1 (if the quantity delivered exceeds the contract quantity) return
the excess or retain the whole, in which latter case the price shall be
adjusted at the contract rate then prevailing;
9.1.2 (if the quantity delivered is less than the contact quantity)
require a further delivery of Products to make up the deficiency or (at our
option) a refund of the appropriate part of the purchase price.
9.2 These rights are only available however where condition 2.1 is also
satisfied.
9.3 You shall have no claim for the fact that Products delivered are of
the wrong description unless condition 2.1 is also satisfied.
10 INSTALLATION We may for additional charge install and/or commission
Products at your premises or elsewhere. Condition 3 shall apply to the
provision of any installation or commissioning. Notwithstanding that we may be
contractually committed to install and/or commission Products, Products shall
be treated as delivered to you when the same are presented by us at the agreed
delivery destination.
11 SPECIFICATION
11.1 All drawings, photographs, illustrations, specifications,
performance data, dimensions and the like used by us in sales literature, on
web pages or other documentation have been provided by us in the belief that
they accurate. However, they do not constitute a description of the Products,
shall not be taken to be representations made by us and are not warranted to be
accurate.
11.2 The specification for Products may be changed by the manufacturer
at any time up to delivery and provided such change does not materially alter
the functionality of Products you may not cancel your order. We will not be
liable for any loss or damage suffered in connection with any change. We will
use our reasonable endeavours to advise you of any such impending variation as
soon as we are able or upon our receiving notice of the same (as appropriate).
You must check specifications for products prior to making an order.
12 INTELLECTUAL PROPERTY RIGHTS
No right of intellectual property in any Product is granted to or vested
in you other the right to use the same. You will fully indemnify us against all
liabilities, costs and expenses resulting from any claim that our use of any
specification provided by you in connection with the Contract infringes the
rights of any third party.
13 CANCELLATION
13.1 Distance Selling regulations apply only to Consumer Buyers who have
purchased goods by using distance communication (i.e. telephone, order form or
online.) They do not apply to Business Buyers, Business Names or Consumers
purchasing from our Showrooms. The Regulations do not apply to goods, which are
built to the Buyers Specification where the finished product is a non standard
item, or to software that has been unsealed.
13.2 If you are a Consumer, you may cancel your purchase of the Goods at
any time within 7 days of receipt and receive a refund of the Price. To do this
you must immediately inform us in writing and return the Goods to us via a
traceable means, in the same condition as you received them and at your own
cost and risk. Postage costs will not be refunded. Your statutory rights as a
consumer are not affected by this Agreement.
13.3 We reserve the right to refuse any items which are returned and are
not in the same condition as you received them, we may at our descretion accept
such items subject to a administration fee of 12.5%.
14 FORCE MAJEURE We will not have any liability under the Contract and
may cancel or reduce the volume of Products to be delivered under it if we are
prevented from or delayed in delivering or performing by any circumstances
beyond our reasonable control including but not limited to industrial action,
war, fire, prohibition or enactment of any kind, or failures or acts on the
part of our suppliers or sub-contractors or any other third parties (including
your bank).
15 ASSIGNMENT We may freely assign, sub-contract or otherwise transfer
in whole or in part the Contract. You may not however do so without our written
agreement.
16 ELECTRONIC COMMUNICATIONS
16.1 To the extent permitted by English law, we may conduct transactions
for the supply of Products using an electronic commerce approach under which we
will both electronically transmit and receive electronic communications. Where
so conducted, this condition
16 will additionally apply.
16.2 For the purposes of condition 16, an "e-communication"
means any communication electronically transmitted by you to us through our
website or by us to your internet address in connection with the ordering,
payment for and/or supply of Products and including without limitation any
order, order acknowledgement and electronic credit entries and requests;
"originating party" means the party transmitting an e-communication;
and "receiving party" means the party receiving such a communication.
16.3 You will provide and maintain the equipment, software, services and
testing facilities necessary for you to effectively and reliably transmit and
receive e-communications.
16.4 Any e-communication will be deemed received, where you are the
receiving party, upon arrival at your mailbox at the Internet address apparent
from your order or, where we are the receiving party, when the e-communication
is accessed by us in intelligible form. The receiving party will promptly
notify the originating party if an e-communication is received in
unintelligible form provided that the originating party can be identified. In
the absence of such notice, our record of the contents of any such
e-communication will prevail.
16.5 Any Contract formed through the transmission of e-communications
will be deemed to have been formed in England.
17 GOVERNING LAW
17.1 The Contract is governed by the laws of England and the English
courts shall have the non-exclusive jurisdiction to resolve any disputes
arising out of or under it.
17.2 Notices required or permitted to be given under these conditions
must be in writing (including without limitation by electronic mail) addressed
to the relevant party at its registered office or principal place of business.
17.3 No waiver by us of any breach of the Contract by you is considered
as a waiver of any subsequent breach of the same or any other provision. If any
provision of these Conditions is held by a 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 is not affected 18
DATA PROTECTION. Baztex is committed to protecting your privacy. We will only
use the information that we collect about you lawfully (in accordance with the
Data Protection Act 1998). The customer information we gather is any data
collected during the ordering process. Information gathered is for our own
internal use only to monitor advertising effectiveness, consumer trends etc and
will only be used by Baztex. We may from time to time send you details of any
current Special offers