- Acceptance of Orders
All contracts of sale made by Electronics Workshop (Support Services) Limited trading as MidIT ("The Company") shall be deemed to incorporate these terms and conditions which shall prevail over any other document or communication from the party with whom the company is dealing ("The Customer"). All orders are accepted subject to all these conditions of sale unless otherwise varied by agreement in writing. These Terms and Conditions do not form the full basis of sales/contracts. Please refer to the terms specific to those sales/contracts.
2. Carriage, Post & Packing
Charges are made to cover the cost of post, packing and delivery (where such a charge is required by company policy) and are charged at the rate prevailing at the time.
Goods are invoiced at the prices ruling at the time of order. However, the Company reserves the right to modify prices at any time. VAT will be added at the prevailing rate in accordance with government legislation.
(a) Any date or time specified by the company shall be treated as an estimate only. Whilst every effort will be made to despatch goods on time, no liability can be accepted by the company for failure to deliver within the stated time. The Company shall not be liable for any loss or damage whatsoever (including consequential loss or loss of profit) arising directly or indirectly from any delay in delivery of all or any of the goods howsoever caused.
(b) The Company will accept no liability for shortages, damage to or non-delivery of goods unless the Customer notifies the Company in writing within three business days of receipt of the goods.
(c) The Customer shall be bound to accept the goods when they are ready for delivery by the Company and delivery will be deemed to have taken place when the goods are delivered to the Customer at the nominated address or by a nominated carrier as the case may be, whereupon the risk of loss, breakage or other damage whatsoever will pass to the customer.
(d) If the Company fails to deliver the goods for any reason other than any cause beyond the Company's reasonable control or the Customer's fault, and the Company is accordingly liable to the customer (in the cheapest available market) of similar goods to replace those goods not delivered over the price in question. Furthermore, the Company shall not be liable for any loss of profit or other consequential loss and it's liability (whether in contract or otherwise) shall in no case exceed the price of the article or articles in question.
(e) If for any reason the Customer cannot accept delivery of the goods at the time when the goods are due and ready for delivery, the Company may select to store the goods pending their actual delivery, and the Customer shall be liable for the costs (including insurance) of so doing. The Company shall be under no obligation to insure the goods in storage and the risk of any loss or damage to the goods howsoever arising shall be borne by the Customer. Alternatively, the Company can sell the goods at the best price readily obtainable and (after deducting reasonable storage and selling expenses) account to the Customer for the excess over the price under the contract or charge the Customer any shortfall below the price of the contract.
5. Payment Terms
A deposit of 30% of the purchase price is payable on placement of the order and the balance due on delivery of the goods or completion of the works unless otherwise agreed by the Company. Estimates are not binding on the seller. Unless otherwise stated quotations are binding on the seller for 30 days. Unless expressly stipulated by the Company, invoices are due and payable in sterling seven days from the date of invoice, Credit Account Invoices are due and are payable in sterling 28 days from the date of the invoice. If an invoice becomes overdue for payment the full outstanding amount becomes overdue and payable. The Company reserves the right to charge interest on all overdue amounts and the total amount outstanding will incur Bank of England statutory interest of 8% on the total due as issued under the Late Payment Act of 1999. Payment shall be deemed to be received only when the full amount of the invoice has been credited to the Company's bank account and without recourse of the Company has received the full amount in cash.
6. Product Specifications
Whilst the Company will make every endeavour to deliver the goods as they have been described by any individual or company brochure, actual dimensions may in certain circumstances vary. The Company reserves the right without prior notice to vary the dimensions, specification and quantities of any of the goods without any liability to the Customer arising directly or indirectly from any such variation.
7. Supply In the event that the Company is unable to supply goods as ordered by the Customer, the Company reserves the right to offer goods of equal or superior quality comparable to or compatible with the goods at the same price.
8. Property and Title
The risk in the goods shall pass from the seller to the buyer upon delivery of such goods to the buyer. The title and property of the goods including full legal and beneficial ownership, shall not pass to the buyer until the seller has received in cash or cleared funds full payment for all goods delivered to the buyer under this and all other contracts between the seller and the buyer, for which payment of the full price of the goods there under has not been paid. Payment of the full price of the goods shall include the amount of any interest or other sum payable under the terms of this and all other contracts between the seller and the buyer under which the goods were delivered.
9. Force Majeure
In the event that the Company is prevented from carrying out it's obligations under a contract for sale as a result of any cause beyond its control, such as but not limited to Acts of God, War, Strikes, Lock-outs, Flood and failure by third parties to deliver goods, the Company shall be relieved of its obligations and liabilities under such contract for sale for as long as such fulfilment is prevented.
Items should be returned within seven days of the invoice date in an undamaged, unopened, fully marketable state to the Company by prior agreement and after the acquisition of a valid Return Authority Code (RAC) from the Company which should be clearly displayed on the box(es). Goods without a valid RAC shall not be accepted. The Company reserves the right to make a handling and administration charge.
All goods sold by the Company are warranted free from defects in materials and workmanship for a period of 12 months, or less if the manufacturer's warranty is less than 12 months, from date of invoice. If within the warranty period the hardware proves to be defective by reasons of faulty design, workmanship or materials, the Company undertakes, subject to the following conditions, to have the defective hardware (or any part thereof) repaired or replaced free of charge. No claim will be entertained in respect of any goods which have been repaired or altered in any way or have been the subject of any accident or damage caused by any innocent, wilful or negligent act or omission of the Customer, its employees or agents or through use contrary to the manufacturer's instructions by the Customer, its employees or agents or by circumstances beyond the control of the Company or goods which cannot be shown to have been supplied by the Company. If at any time during the warranty period any part or parts of the hardware are replaced with a part or parts not supplied or approved by the Company or of a objective quality safe and suitable for the hardware, or the hardware has been dismantled or repaired by any person not authorised by us, we shall have the right to terminate this warranty in whole or in part immediately without further notice. The purchaser's sole and exclusive remedy under this warranty against use is for the repair or replacement of the hardware or any defective parts or parts, and no other remedy, including, but not limited to, incidental or consequential damage or loss of whatsoever nature shall be available to the purchaser. Our decision on all matters relating to complaints shall be final. Any hardware or defective part which has been replaced shall become our property. For products returned, the Customer is responsible for transport charges to and from the Company's premises and for any charges and duties levied on importation and compliance with HM Customs and Excise regulations in all respects on importation and re-export. In the case of extended on-site warranty, it is the responsibility of the purchaser to complete all the registration documents and return them within the specified time constraint. Failure to return the registration documents in time could result in loss of warranty cover or delay in providing services.
Since under normal circumstances goods are despatched the same day as receipt of order the Company reserves the right not to accept cancellation of orders. Where cancellation is accepted the Company reserves the right to indemnify from the Customer in full for costs incurred.
13. Terms applicable to IT Contracts
- Security and data safeguarding: The Customer shall ensure that, prior to the Company carrying our work on its computer system or other electronic installation, all critical data has been backed up and that appropriate recovery procedures are in place. The Company shall not be liable for any data loss of the Customer. The Company shall limit its liability for data loss to the maximum extent permissible in law. In the event that the Company is held liable for data loss of the Customer’s data the Company’s liability shall be limited to the amount covered by any insurance policy in place. In compliance with English Law, the Company shall be obliged to report any apparent unlawful material found during recovery or other works.
- Software supply and warranty: The Company shall supply industry standard branded system software unless otherwise specified by the Customer. Unless otherwise stated, all warranties for any goods supplied are with the developer, manufacturer or supplier of the goods. The Company may assist with returning goods to the developer, manufacturer or supplier of the goods at its normal hourly rates, if required by the Customer. The Company shall take no responsibility for errors occurring in software changes and updates made by the developer, manufacturer or supplier. While the Company aims to provide any resolution specified by the developer, manufacturer or supplier, this shall be done at the Company’s normal hourly rates.
- Maintenance of Protection: The Customer shall be responsible for ensuring that the effectiveness of any software supplied by the Company is maintained by acquisition from the original developer, manufacturer or suppler of such database files from time to time. The Company may request that any critical patches are updated as required. While every precaution shall be taken to avoid disruption, the seller shall take no responsibility for any errors in software developed by third parties.
- Privacy: The Customer shall ensure that all applicable human rights legislation and privacy safeguards are observed when using software and telecommunication systems supplied, installed or serviced by the Company.
- Copyright: Copyright of all material developed by the Company, either in the form of pre-contract documentation, site documentation or as text, images research papers or electronically stored code for the manipulation, transmission and presentation of information, shall remain property of the Company. Copyright may be assigned or licensed to the client by separate agreement with the Company.
- Support Contracts: Response times are 4 working hours from receipt of the call excluding weekends, Public and Bank Holidays unless otherwise agreed by the company. Limits to annual on-site times (if any) are defined in the individual site contract. Any non-contract labour will be chargeable at a discounted rate of £50 per hour or part thereof. Unlimited remote and telephone support will be provided by the Company for the duration of the contract.
14. The Company's Liability
(a) The Company shall under no circumstances whatsoever be liable for any indirect or consequential loss howsoever incurred.
(b) The Company's liability in respect of breach or non performance of any order shall be limited to the invoiced value to which the claim relates. (c) Goods are not tested or sold as fit for any particular purpose or for any use under any specific conditions.
15. Health and Safety At Work Act 1974 and Consumer Protection Act 1987
In compliance with the above legislation the Company confirms that the goods supplied by the Company do not present a hazard to health and safety when properly used for the purpose for which they were designed and provided also that the Customer or its employees or agents take reasonable and normal precautions in their use.
(a) If any provisions hereof shall be held to be invalid, illegal or not enforceable the validity and enforceability of the remaining provisions shall not in any way be effected or impaired thereby.
(b) Waiver by the Company of any breach of these conditions or any granting of time or indulgence by the Company to the Customer shall in no way affect the rights of the Company hereunder.
(c) All headings are for convenience only and do not form part of these Terms and Conditions.
(d) Any notice or demand to be given hereunder shall be in writing and shall be delivered by hand or sent by first class pre-paid letter to the last known address of the party to be notified , and shall be deemed to have been served immediately if delivered by hand and forty eight hours after posting if posted as aforesaid.
(e) The Laws of England shall govern the validity construction and performance of any contract to which these Terms and Conditions apply and the parties submit to the jurisdiction of the English Court.