All orders are accepted and goods supplied subject to
the following express terms and conditions. These conditions may not be modified
or varied unless Agency Sales Limited (hereafter referred to as the company)
agrees in writing, and the company shall not be deemed to accept such other
conditions nor waive any of these conditions by failing to object to provisions
contained in any purchase order or other communications from the buyer. No person
has authority on behalf of the company to vary any condition except a company
director or the company secretary and then only in writing signed by a company
director or the company secretary. No binding contract shall be created until
the company has indicated its acceptance of an order in writing.
2. SETTLEMENT TERMS:
Where credit items are allowed, terms of payment are strictly
net and payable 30 days from the date of the company's invoice. No receipts
will be issued against payments by cheque unless specifically requested. The
company, at its discretion, reserves the right to implement charges (including
interest charges) on accounts outstanding beyond the time specified in this
condition. A surcharge of 5% of the value of the goods ordered may be Implemented
if the payment due remains outstanding for a period of greater than 45 days
after the date of the company's invoice. The rate of interest charged shall
be 2% per month from the due date until payment is made. The company can exercise
this right in addition to any other rights it may have in respect of the goods
non-payment. Where goods are supplied in instalments, each such instalment,
separate instalments, delivery or part shall be made as if the same constituted
a separate contract. Payment by the due date shall be of the essence of the
All prices are subject to change without notice. Unless
otherwise agreed in writing, all orders are executed subject to prices ruling
at the date of dispatch and no price list of the company, whether published
or not, shall affect the right of the company to charge for goods in accordance
with this clause. In the event of any variation or suspension of orders through
the buyers' instructions or lack of instructions, prices may be increased to
cover any extra expenses thereby incurred by the company. Where applicable value
added tax will be charged at the rate applicable at the date of invoice.
Any contract shall be subject to the company being satisfied
as to the buyers credit worthiness and without generality to the foregoing.
The company may, in its absolute discretion having informed the buyer that the
goods are ready for delivery, refrain from delivering the goods until such time
as the buyer renders the purchase money to the company in a form satisfactory
to the company. Prospective customers wishing to open a credit account are requested
to furnish two trade references and one bankers reference. Until the opening
of a credit account has been confirmed delivery will not be made unless payment
has been received with order or made against the company's pro-forma invoice.
Orders sent in confirmation of telephone instructions
should be clearly marked as such, otherwise any additional expense incurred
as a result of duplication of orders will be payable by the buyer. Orders under £50.00 which are collected from the trade counter will be subjected to a £5 admin fee.
Acceptance of cancellation of an order shall be at the
discretion of the company and any such acceptance may be subject to payment
by the buyer of a cancellation charge, representing the company administrative
costs involved. In certain instances where the company has spent considerable
effort in obtaining goods specially requested for by the customer, the company
may decide at its discretion not to allow cancellation of such order.
Delivery dates are given in good faith by the company
to indicate estimated delivery times but shall not amount to any contractual
obligation to deliver at the time stated. The company will accept no liability
for direct or consequential loss or damage arising from delay in delivery.
9. TITLE TO GOODS:
The company and the buyer agree that until the company
has received fully cleared payment for the goods:
a) Property in the goods shall remain with the company and the buyer shall hold
the goods as a bailee and be fully accountable to the company in respect thereof
until such time as payment in full has been received by the company for all
b) As bailor of the goods, the company, by its employees or agents, shall (without
prejudice to the buyers continuing fiduciary obligations) be entitled to enter
upon or into any land, buildings or vehicles where the goods, delivered to the
buyer under this contract together with any interest or any other sum payable
in respect of the goods under this contract, or part of them, are situated or
are reasonably thought to be situated, to retake possession of the same.
10. DISPATCH CHARGES:
All orders will be subject to carriage charges. Mainland UK charges are as stated
in the company's current advertisements. For other areas (including N.Ireland,
Scottish Highlands, Channel Islands) carriage charges can be obtained from the
company. Special delivery (within 24 hours) within the UK mainland may be arranged
with the company at an additional charge. This additional charge will not be
refundable in the event of any disagreement / dispute arising on that contract.
11. DAMAGE OR LOSS IN TRANSIT AND SHORTAGES:
Any damage to goods in transit, or shortages, must be notified to the carriers
immediately and to the company within 24 hours of receipt. Packaging and contents
must be held for inspection.
Goods are not supplied on a trial basis. Customers are responsible for verifying
suitability and compatibility of equipment before purchasing it. All equipment
with variable configuration is supplied at a default configuration (taken to
mean ISA, 3.5" HD diskettes, PC/AT compatible etc.) unless specified otherwise
in writing or so requested. All software items supplied are subject to Manufactures
licensing agreement the seal must not be broken if the conditions of the license
are not acceptable.
A Return Merchandise Authorisation (RMA) must be obtained from the company prior
to returning any item. The returned item must be accompanied by the relevant
invoice / delivery note. The company accepts no responsibility whatsoever for
items returned without a RMA and the relevant invoice / delivery note. Unwanted
items returned for refund or exchange, for whatever reason, will be subject
to a restocking charge of £20, or 20% of the purchase value, whichever is greater.
Software items will not be accepted for return unless the goods are faulty or
the shrink-wrap or copyright seal is intact. Items returned as faulty but found
to have no fault will incur a handling and testing charge of £20, or 20% of
the purchase value, whichever is greater. All packaging material must be retained
until the goods are fully tested and functional. If for any reason the goods
are returned, they must be returned in their original packaging material. All
warranty repairs must be returned in the original packaging.
(1) UK Mainland: The company does not manufacture the goods (or where the goods
comprise computer software does not publish the software) and subject to the
conditions set out below the company sells the goods with the benefit of the
manufacturer's or publisher's warranty(as the case may be).
a) The company will repair or replace, at its discretion, faulty equipment,
it will be the customer's liability to pay carriage charges for returning goods
to the Company's premises.
b) All goods are covered by a 12-month repair warranty for parts and labour
only from the date of purchase. All subassemblies which require fitting into
other equipment are covered by a 3 month repair warranty for parts and labour
only from the date of purchase, provided that the item is correctly installed
by a qualified technician. Repairs are made on a best effort basis.
c) In cases where the equipment manufacturer offers on site warranty*, the buyer
will be responsible for contacting the manufacturer or its agents directly to
obtain the services required. The company will not be held responsible for the
failure of the manufacturer or its agents to carry out the necessary repairs.
In such cases the equipment can be returned to the company for normal warranty
d) Non UK Mainland The customer will be responsible for all carriage / customs
charges to get the defective equipment repaired / replaced under warranty.
Customers requiring continuous use of their equipment are strongly recommended
to undertake an on-site maintenance contract.
e) The company does not replace any faulty items in advance without first being
able to examine the faulty items for themselves.
f) Except where the buyer is dealing as a consumer (as defined in the Unfair
Contract Terms act 1977 Section 12) all other warranties, conditions or terms
relating to fitness for purpose, merchantability or condition of the products
and whether implied by statute or common law or otherwise are excluded.
g) Any special needs by the buyer from the company must say so in writing as
to what specifications or standards the buyer requires.
h) Damage caused to any returned goods which is due poor packaging is the responsibility
of the buyer.
i) The company shall have no liability whether in contract, torn (including
negligence) or otherwise to its customers for any loss, damage, costs, claims
or liabilities whatsoever incurred or suffered by and customer which relate
or are attributable either directly to any goods supplied by the company to
the customer not being year 2000 compliant.
15. CONSEQUENTIAL LOSS:
The company's liability will be limited to the value of the goods only and not
for any consequential damages or losses howsoever caused.
a) Where the company supplies driver disks for the purpose of loading drivers
for various hardware devices it is the responsibility of the buyer to check
for any viruses that may be on the disks before they load them to there machine,
we cannot be held responsible for any loss of business due to viruses on drivers
or any software.
16. FORCE MAJEURE:
The company shall not be liable for any delay in or failure to perform any of
its obligations hereunder if the delay or failure is due to causes outside the
reasonable control of the company.
In the event of the buyer committing any breach of contract with the company
or if any distress or execution is levied upon the goods of the buyer or if
the buyer offers to make any arrangement with or for the benefit of the buyer's
creditors or commits any act of bankruptcy or, being a limited company, has
a receiver appointed of its undertaking or assets or any part thereof or, for
the purpose of a reconstruction or amalgamation without insolvency, goes into
liquidation, the company shall thereupon be entitled without prejudice to other
rights forthwith to suspend all further deliveries until the fault has been
made good or to determine the contract or any unfulfilled part thereof, at the
company's option to make partial deliveries.
19. LEGAL CONSTRUCTION:
Unless otherwise agreed by the company in writing, these conditions and the
agreement to which this document relates shall in all respects be constructed
and operate as an English contract in conformity with English law.
* On-site warranty applies to UK mainland only (N.Ireland, Scottish Highlands,
Channel Island etc., excluded).