1. DEFINITIONS
· "We" and "Us" means Laptop Specialists
Limited (Company No: 5837059) and Our shall be interpreted accordingly.
· "You" means the person their employees or agents
seeking Laptop Repair
Services or to purchase Goods from Us and Your shall be interpreted
accordingly.
· "the Goods" means new or used goods parts or
accessories to be supplied by Us including parts used in Repair
Services and services provided by Us which are not Repair Services.
· "the Repair Services" means any act or work carried
out by Us on Equipment at Your request or in pursuance of Your instructions.
· "the Equipment" means Your or third party's equipment
and accessories delivered to Us for repair.
· "Customer" means the party having the right to
enforce the supply by Laptop Specialists Limited of Goods and/or
the Repair Services
· "Contract" means a contract under the terms of
which Laptop Specialists Limited is liable to supply Goods and/or
the Repair Services.
IF YOU DEAL AS A CONSUMER ANY PROVISION OF THESE TERMS WHICH
IS OF NO EFFECT SHALL NOT APPLY.
CONSUMER STATUTORY RIGHTS ARE NOT AFFECTED BY THESE TERMS.
2. THE CONTRACT
2.1 All orders are accepted by Us only under these General Conditions
of Business that may not be altered other than with Our written
agreement.
2.2 Quotations are invitations to treat only
2.3 Orders once instructed to Us may not be suspended or cancelled
without Our prior consent in writing. You will indemnify Us against
all losses including loss of profit damages costs and expenses We
incur as a result of Our accepting that cancellation.
2.4 We shall not be liable for any misrepresentation made by Us
Our employees or agents to You as to the nature of suitability of
the Repair Services or the condition of the Goods unless the representation
is made or confirmed.
2.4.1 in writing by Us
2.5 Except when Goods are supplied on Our express advice given in
writing that they are suitable for any particular purpose, it shall
not be a term of a Contract that Goods are sold as fit for any particular
purpose and this is notwithstanding that We may have, or be deemed
to have, knowledge of the purpose for which the Goods are required.
2.6 We will not be liable under Clause 2.4 to the extent that such
liability arises from material information withheld concealed or
misrepresented by You.
2.7 Whilst we take reasonable care to ensure that the intellectual
property rights of third parties are preserved we give no warranty
as to the intellectual property rights of any software application
packages that may accompany the Goods. You must make regular back
ups and in any case back up before sending for repair.
2.7 When a term of a quotation or any other express term of a Contract
is found to be in conflict with any one or more of these General
Conditions of Business, the terms of the quotation or the other
express term of the Contract as the case may be shall unless the
context otherwise requires, prevail.
3.SERVICES
3.1 The Contract will be made when Your authorised representative
has instructed Us in writing to undertake the Repair Services set
out in Our quotation.
3.2 If you do not accept a quotation We reserve the right to make
a fault analysis and handling charge.
3.3 We reserve the right to replace the whole or any parts or accessories
of the Equipment and to use new, second user, or reconditioned parts.
3.4 We do not correct software defects nor load or reload software
applications. You are strongly recommended to adopt and implement
comprehensive back up procedures as We will not be liable for any
damages whatsoever whether direct or indirect (including any liability
to any third party) resulting from the loss of or damage to data
of software application occurring as a result of the Repair or Handling
Service whether such loss or damage is caused by Our negligence
or otherwise howsoever.
3.5 We hereby undertake to repair and redeliver to the customer,
any Item returned under this Agreement. Rectification of design
faults is not covered by this Agreement.
3.6Quoted times are always expressed in working days, which for
the purpose of this Agreement shall mean Monday to Fridays, excluding
UK bank or other public holidays.
3.7 We do not undertake to erase any data from any hard drive of
an item being repaired as part of the repair service.
3.8 Repair times are subject to parts availability.
4.GOODS
4.1 A Contract for the supply of Goods shall not come into existence
until We receive an order or other written instruction from you
accepting our quotation and these Terms and Conditions of Business
4.2 Unless agreed by Us in writing and endorsed on Our consignment
note Goods are not supplied on a sale or return or trial basis.
5. PACKAGING
Both the Customer and Us shall ensure that the Item is suitably
packed to ensure safety in transit.
6. PRICE
6.1 The price of the Goods and/or Repair Services shall be as stated
or quoted and includes the cost of parts and labour but excludes
handling and VAT. Transit Liability Insurance is included where
we quote for carriage.
6.2 An additional charge will be made if:
6.2.1 payment is accepted by Credit or Charge Card
6.2.2 You request a method of delivery other than road freight carrier
on 'Next Day' delivery.
7. PAYMENT
7.1 If We have agreed to perform the repair before requesting payment
all accounts are due for payment immediately on presentation of
Our invoices. Goods and/or Equipment will not be released until
we are in receipt of cleared funds for all sums due to Us.
7.2 Credit is granted and may be reviewed at any time in Our discretion
and may be withdrawn by us without either giving any reason for
so doing or thereby incurring any liability to the Customer We reserve
the right to refuse to execute any order or contract if the arrangements
for payment of Your credit rating is not satisfactory to Us.
7.3 If the Customer takes Goods and/or Services from Us in excess
of the Customer's credit limit we may require payment on demand
for such excess goods.
7.4 You may not withhold payment of any invoice or other amount
due to Us by reason of any right of set off or counterclaim which
You may have or allege to have for any reason whatsoever.
8. DELIVERY
8.1 When We are required to deliver Goods we shall have the sole
discretion as to the mode of transport to be adopted.
8.2 Delivery will be effected when the Goods or Equipment are delivered
to the address/delivery point specified by You and the risk in the
Goods or Equipment shall pass to You on delivery.
8.3 Delivery dates are given in good faith but are estimates only.
Time for delivery shall not be of the essence of the contract.
8.4 We shall not be liable for any damages whatsoever whether direct
or indirect (including for the avoidance of doubt any liability
to any third party resulting from any delay by Us in delivery of
the Goods or failure to deliver the Goods in a reasonable time whether
such a delay or failure is caused by Our negligence).
9.RECEIPT AND RETURN OF ITEM
TO THE CUSTOMER
9.1 We will return the Item to the Customer carriage and insurance
paid and packed in accordance with Paragraph 5 (packing) to the
address stated on the customer's delivery note or order
9.2 Unless the Customer shall within 24hrs of receipt of the repaired
Item, give written advice of rejection, the Customer shall be deemed
to have accepted the repair.
9.3 Signature of the carriers delivery note indicates that the Goods
have been delivered and accepted in good condition
9.4 Any damages/loss must be reported to Us by email within 24 hours
of receipt of delivery. The original packaging must be retained
with the article until further instructions are provided. Please
be aware that if the consignment has been signed stating that the
delivery was received in good condition We will be unable to uphold
any claim.
9.5 You shall inspect the Goods and/or Equipment at the place and
time of unloading.
9.6 Our liability for short delivery is limited to making good the
shortage. We shall not be liable for any damages whatsoever for
short delivery howsoever caused and You remain liable to pay the
full invoice price of all Goods delivered or available for delivery.
Any other claim for damages is subject to Clause 12.
9.7 Unless You retain and make available for inspection the Goods
and/or Equipment and their packaging we will not be liable for any
loss or damage in transit.
10. WARRANTY
10.1 The liability of Us under Our warranty in relation to Goods
shall be subject to the Goods having been used and maintained wholly
in accordance with the manufacturer's instructions and to their
not having been repaired or altered other than by Us.
10.2 We will warrant all repairs to be free from defects for 30
days from the date of Item repair completion.
10.3 Missing parts, physical damage, modification, attempted dismantling,
repairs or any misuse (unless attributable to us), fitting incorrect
adapters, shall void the original warranty. Any subsequent repair
will be quoted for when the Item has been received from the Customer.
10.4 We will repair any item where our warranty is confirmed as
valid at no cost to the Customer, apart from RTB handling. Any warranty
claim that cannot be repaired, may be replaced with an equivalent
alternative, at our discretion.
11. TITLE OF PROPERTY AND RISK
11.1 The title to the Goods shall remain with Us until You pay all
sums owing to Us whether in respect of this contract or otherwise.
We reserve the right to sell such goods if invoices or services
remain unpaid after ninety (90) days. Outstanding invoices and any
other costs incurred to recover said services or invoices will be
due in full. The risk in Goods supplied by Us shall pass to the
customer on delivery of the Goods to or to the order of the Customer
in accordance with the terms of the Contract.
11.2 We shall be entitled to recover the price of the Goods including
VAT even though the property in any of the goods remain with Us.
11.3 We shall be entitled at any time to recover any or all of the
Goods in Your possession to which We have title and for that purpose
You will on request deliver up Equipment containing Goods and We
Our servants or agents may with such transport as is necessary enter
upon any premises occupied by You or to which You have access and
where the Goods may be or are believed to be situated.
11.4 When payment for Goods is overdue or the Customer suffers distress
or execution to be levied against his or its effects, makes an arrangement
or composition with creditors or, being a corporate body, enters
into liquidation (otherwise than for the purpose of amalgamating
or reconstruction where the corporate body, as amalgamated, accepts
in full the Customer's liability of pay for the Goods), or has a
receiver appointed for the whole or any part of its undertaking
or, being an individual, has a receiving order in bankruptcy made
against him, then:
a) If the Customer remains in possession of the Goods, whether or
not the Customer has sold them We shall be entitled to recover the
Goods from the Customer or
b) If the Customer has parted with possession of the Goods by way
of sale, whether or not the Goods have been mixed with or incorporated
into other Goods, the Customer having sold them as fiduciary bailee,
shall hold in trust for Us so much of the proceeds of sale of the
Goods as represents the Customer's liability to Us in respect of
them.
12. LIABILITIES
12.1 In this Clause "the Defect" shall mean the condition
and/or any attribute of the Goods and or any condition or circumstance
arising from Our provision of Repair Services and/or any other circumstances
which but for the effect of these Terms would have entitled You
to damages.
12.2 Nothing in these Terms shall exclude or restrict Our liability
for death or personal injury resulting from Our negligence or Our
liability for fraudulent misrepresentation.
12.3 If You deal as a Consumer any provision of these Terms which
is of no effect shall not apply. The Statutory rights of a Consumer
are not affected by these Terms.
12.4 Subject to Clauses 12.2 and 12.3 of these Terms We shall not
be liable by reason of any misrepresentation (unless fraudulent)
or any breach of warranty condition or other term express or implied
or any breach of duty (common law or statutory) or negligence for
any damages whatsoever. Instead of liability in damages We undertake
liability under Clause 12.5 below.
12.5 Where but for the effect of Clause 12.4 of these Terms You
would have been entitled to damages against Us We shall not be liable
to pay damages but subject to the conditions set out in Clause 12.6
below shall in Our sole discretion either repair the Goods at Our
own expense or supply replacement Goods free of charge or re-perform
the Repair Services free of charge or refund all (or where appropriate
part) of the price paid for the relevant Goods or Repair Services.
12.6 We will not be liable under Clause 12.5:
(a) if the Defect arises from fair wear and tear
(b) if the Defect arises from Your damage negligence mis-use alteration
or repair of the Goods and/or Equipment or abnormal working conditions.
(c) unless after discovery of the Defect We are given a reasonable
opportunity to inspect the Goods and/or Equipment before they are
in any way interfered with.(e) unless the Defect is discovered within
the period agreed at the time of sale or repair (which period commences
on the completion of the repair, and We are given written notice
of the Defect within 24hrs of being discovered.
12.7 If the Goods are not manufactured by us or have been processed
by a third party whether at Our or Your request Our liability in
respect of any defect in workmanship or materials of the Goods will
be limited to such rights against the manufacturer or the third
party as We may have in respect of those Goods and We will assign
to You any assignable rights We may have from or against the manufacturer
or third party.
12.8 Subject to Clauses 9.2 and 9.3 We shall not be liable by reason
of misrepresentation (unless fraudulent) or any breach of warranty
condition or other terms express or implied or any breach of duty
(common law or statutory) or negligence or otherwise howsoever and
whatever the cause thereof:
(a) for any loss of profit, business, contracts, revenues or anticipated
savings, or (b) for any special, indirect or consequential damage
of any nature whatsoever.
12.9 Except where You deal as a Consumer You will unconditionally
fully and effectively indemnify Us against all loss damages penalties
costs on an indemnity basis and expenses awarded against or incurred
by Us in connection with or paid or agreed to be paid by Us in settlement
of any claim by any third party arising from the supply or use of
the Goods. This indemnity will be reduced in proportion of the extent
that such a loss damage costs and expenses are due to Our negligence.
12.10 Without prejudice to any other provisions in these Terms in
any event Our total liability for any one claim or for the total
of all claims arising from any one act of default on Our part (whether
arising from Our negligence or otherwise) shall not exceed the price
of the goods and/or the Repair Services the subject matter of any
claim or claims or at our discretion such sum as is the limit of
liability laid down by Our insurers in respect of such claim or
claims whichever is the greater.
13. NON-PAYMENT
13.1 If You fail to pay any invoice or any sum due to Us under any
contract on the due date or Your credit limit is exceeded or there
is a material change in Your constitution or You commit a material
breach of this contract and fail to remedy that breach after being
requested to do so all sums outstanding between You and Us under
this and any other contract shall become immediately due and payable
and We shall be entitled to do any one or more of the following
(without prejudice to any other right or remedy We may have):-
(a) require payment in cleared funds in advance of further Repair
Services.
(b) charge and recover from the Customer interest on the monies
outstanding at the rate of 4 per cent above Barclays Bank Plc's
base rate in force from time to time from the due date of payment
after as well as before judgement.
(c) cancel or suspend its performance of the Contract to which the
invoice relates .
(d) without prejudice to the generality of Clause 9 of these Terms
exercise any of Our rights pursuant to that Clause.
(e) terminate this or any other contract with You without liability
on Our part.
13.2 Except where You deal as a Consumer You shall reimburse us
costs including legal costs on an indemnity basis which We incur
in seeking legal advice or taking legal proceedings to enforce Our
rights under this contract including but not limited to recovery
of any sums due.
14. CUSTOMER'S INSOLVENCY
14.1 Except when payment for Goods to be supplied has been made
or secured in advance of their delivery to or to the order of the
Customer We shall be entitled to withdraw from a Contract if and
when the Customer suffers distress or execution to be levied against
his or its goods or effects, makes an arrangement or composition
with creditors, enters into liquidation (otherwise than for the
purpose of amalgamation or reconstruction) has a receiver appointed
for the whole or any part of its undertaking, or if a receiving
order in bankruptcy is made against him. When We elect to withdraw
from a Contract in any such circumstances, We shall thenceforth
cease to have any liability to the Customer thereunder but shall
remain entitled to claim from the Customer a due proportion of the
Contract price in respect of such part of the Contract as We shall
have performed.
15. FORCE MAJEURE
15.1 If either Party is prevented or hindered from carrying out
its obligations hereunder by circumstances beyond its reasonable
control, then the performance of such obligations shall be suspended
for such time as shall be reasonable in the circumstances and the
party affected shall not be liable for any delays occasioned thereby.
15.2 Furthermore, We will not be liable for any delay in carrying
out this Contract that is due to obsolescence or unavailability
of components required by Us to perform the repair work.
15.3 In the event that We are prevented from providing the Repair
Services as aforesaid for a continuous period of twelve (12) months
or more, then the Customer may at any time after the expiration
of such twelve (12) month period terminate the Agreement by written
notice, provided that We continue, and gived written confirmation,
to be so prevented from providing the Repair Services at the time
such notice is given. We shall return to the Customer any remaining
unused monies at the time such termination comes into effect. Payment
for work done so far will be at our discretion.
16. GENERAL
16.1 The construction, validity and performance of a Contract shall
be governed and interpreted according to the Law of England and
You agree to submit to the exclusive jurisdiction of the English
Courts in any dispute or difference arising between the customer
and Us in relation to a Contract
16 .2 The headings in these terms are for convenience only and shall
not affect their interpretation.
16.3 Except as provided otherwise in these Terms We shall not be
liable for any delays or failures to perform any of Our obligations
under this contract due to any cause beyond Our reasonable control
including industrial action.
16.4 Failure by Us to enforce a term of a Contract as soon as it
may be enforced shall not prevent the subsequent enforcement of
that or any other term of the Contract.
16.5. The non-enforcement by Us of any of the terms of a Contract
shall not constitute a waiver unless this is stated by Us in writing.
16.6 If any clause or sub-clause of these Terms is held by a competent
authority to be invalid or unenforceable the validity of the other
clauses and sub-clauses of these Terms shall not be affected and
they shall remain in full force and effect.
16.7 We may assign or sub contract all or any of Our obligations
under this contract to a competent third party.
16.8 Termination of this contract shall not affect rights and obligations,
which have already accrued at the time of termination.
16.9 A person (a "third party") who is not a party to
this Contract has no right under the Contracts (Rights of Third
Parties) Act 1999 to enforce any of its terms notwithstanding that
any such term may purport to confer or may be construed as conferring
a benefit on such third party. This does not affect any right or
remedy of such third party, which exists or is available irrespective
of the said Act
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