Terms & Conditions
1. Definitions: The following terms as used herein shall have meaning as stated: “Seller” means EAC Network Solutions Ltd, “Buyer” means any person, firm, company or other organisation who is the addressee of any Seller’s quotation; “Products” means the products, articles, services or other items which are the subject of any quotation acceptance of order or other communication issued by the Seller.
2. General: All quotations are made and all orders are accepted by the Seller subject only to these Conditions of Sale and any terms set forth on the face hereof or in any attachment hereto, which shall prevail notwithstanding any other terms and conditions which the Buyer shall bring to the Seller’s notice. The placing of an order following any quotation or other indication of price and delivery shall not be binding on the Seller unless and until accepted by the Seller in writing. The Seller reserves the right to accept or refuse orders without ascribing any reason.
3. Products: The Products shall conform to the applicable specifications in force at the date of order acceptance unless otherwise agreed by the Seller in writing.
4.1 Prices for the Products, howsoever given, are based on conditions ruling on the date of their giving and are subject to change. The effective price for any Product supplied under a contract between the Seller and Buyer arising from any Buyer’s order shall be that price confirmed by the Seller in his notification of acceptance or such order. The provisions of any quotation or order shall remain firm for fourteen (14) days, from the date hereof, unless otherwise stated, and thereafter shall be subject to confirmation.
4.2 All prices are exclusive of value added tax which shall be payable by the Buyer to the Seller at the rate ruling at the applicable tax point.
5.1 Whilst the Seller will use its best endeavours to deliver the Products in accordance with the Buyer’s requirements, the Seller will not be liable for any consequences of late delivery howsoever caused.
5.2 The Seller may make partial delivery of any order or deliver any order by instalments and these Conditions of Sale shall apply to each. Each delivery shall be deemed to be a separate contract.
5.3 The Seller’s obligation to deliver any order shall be deemed fulfilled upon delivery ex—works the Seller’s premises. The Buyer shall be responsible for arranging any necessary transportation to the destination address and in—transit insurance. At the Buyer’s request the Seller agrees to arrange as the Buyer’s agent any necessary transportation at the Buyer’s expense; the provision of an in—transit insurance shall remain the responsibility of the Buyer.
6. Cancellation: The Buyer may not cancel any order or part of any order which is due for delivery within thirty (30) days. Otherwise the Buyer may cancel any order by written notice provided he pays to the Seller such amount of cancellation charges as the Seller shall notify in respect thereof.
7.1 Provided that the Buyer has produced references which in the Sellers opinion are satisfactory then Settlement Terms will be net seven (7) days from delivery. In all other cases payments shall be made in advance upon submission by the Seller of a pro—forma invoice. All payments shall be made by the due date as a condition precedent to any future deliveries.
7.2 For hardware orders exceeding £10,000, payment of 50% shall be made in advance upon submission by the Seller of a pro-forma invoice.
7.3 Failure by the Buyer to pay any invoice by its due date shall entitle the Seller to: a) at his option, to charge interest at the rate of two percent (2%) per month; b) to charge the Buyer with any costs incurred by the Seller in the course of collecting outstanding monies due to the Seller from the Buyer; c) suspend any warranty or other support for the goods or any other goods supplied by the Seller to the Buyer, whether or not they have been paid for; and d) set off any amount owed by the Seller to the Buyer against any amount owed by the Buyer to the Seller on any account whatsoever.
8. Acceptance: Acceptance of each Product by the Buyer shall be deemed to have occurred conclusively fourteen (14) days after its delivery ex—works the Seller’s premises, unless the Buyer shall give written notice of rejection prior to expiry of the said period.
9.1 Except as expressly stated in this agreement, seller does not make, and hereby disclaims, any and all express or implied warranties, including, but not limited to, warranties of merchantability, fitness for a particular purpose, noninfringement and title, and any warranties arising from a course of dealing, usage or trade practice.
9.2 Seller hereby warrants that any Products to be installed by Seller hereunder shall be installed by Seller in a workmanlike manner, consistent with generally prevailing industry standards for comparable services, and in compliance with the requirements of this Agreement.
9.3 Buyer acknowledges that the Products may be manufactured or created by third parties and not Seller. Seller hereby warrants that any of the Products manufactured or created by Seller, when properly installed, used and maintained, shall conform to the published specifications of Seller and shall be free from defects in material and workmanship under normal use and service for a period of fourteen (14) days from the date of shipment, or seven (7) days from the date of installation, of such Products, whichever occurs first. If during such period, Buyer provides Seller with written notice of a defect in such Products, and such defect is proven by Buyer, Seller shall correct such defect, replace such defective Products, or return to Buyer the total amount paid by Buyer to Seller for such defective Products, and Buyer shall have no other remedies hereunder. To the extent required by Seller, any defective Products must be returned by Buyer to Seller or any repair facility designated by Seller for inspection at Buyer’s expense.
9.4 All warranties set forth in this Agreement shall be null and void if the Products are: (1) altered, modified or repaired by persons other than Seller or persons approved by Seller, including, without limitation, the installation of any attachments, features or devices not supplied or approved by Seller; (2) misused, abused or not operated in accordance with specifications of Seller or the manufacturers or creators of the Products by persons other than Seller or persons approved by Seller; or (3) subjected to improper site preparation or maintenance by persons other than Seller or persons approved by Seller. Seller shall not be responsible for any malfunction, non-performance or degradation of performance of the Products caused by or resulting directly or indirectly from installation of the Products by Buyer, any alteration, modification or repair of the Products that was not made by Seller or persons approved by Seller or any causes external to the Products, such as, but not limited to, power failures and surges. Buyer shall comply at all times with all applicable specifications, laws, regulations and ordinances relating to its use of the Products. To the extent that the Products are manufactured or created by any third party, the warranties related to such Products come solely and exclusively from such third party.
10. Exclusion of liability:
10.1 The Buyer is relying on his own skill and judgement in relation to the suitability and compatibility of the Products for his purposes and the Seller accepts no liability whatsoever for any knowledge he or his servants or agents may possess as to the purpose for which the Products are supplied.
10.2 Save as provided in Condition 9 above and in Section 12 of the Sale of Goods Act 1983, all conditions, warranties and liabilities whatsoever whether express or implied, statutory or otherwise, are hereby expressly excluded and the Seller shall be under no liability whatsoever for any loss or damage of whatsoever kind, howsoever caused or arising, including but without being limited to any direct or consequential loss or damage, lost profits, loss of use or other economic loss, provided that nothing herein contained shall be construed so as to exclude the liability of the Seller for negligence or wilful default of himself, his servants or agents, in so far as the same results in death or personal injury.
11. Changes: The Seller reserves the right without prior approval from or notice to the Buyer to make changes to the Products which do not affect physical or functional interchangeability or performances or are required for purposes of safety or to meet the Products’ specification.
12. Property and Risk:
12.1 Risk in the Products shall pass to the Buyer when the goods are delivered ex—works the Seller’s premises.
12.2 Notwithstanding delivery of and the passing of risk in the Goods and notwithstanding any other provisions of these Conditions, the Seller reserves the right of disposal of each item of the goods, and the property therein shall not pass to the Buyer, until the Seller has received in cash or cleared funds payment in full for such items and all other Goods supplied by the Seller to the Buyer and default interest and all other monies on any account whatsoever owed by the Buyer to the Seller.
13. Termination: If at any time the Buyer shall commit a breach of any obligation arising hereunder, or default in making any payment by the due date, or become insolvent, be subject to a petition in bankruptcy filed by or against him or be placed under the control of a receiver, liquidator or committee of creditors, or assign or attempt to assign this Agreement, then the Seller may, if he so elects, terminate any contract then subsisting by written notice. The Buyer shall have thirty (30) days to correct the default failing which termination shall take effect at the end of the thirty (30) day period. No forbearance or indulgence granted by the Seller to the Buyer shall in any way limit the rights of the Seller under these Conditions of Sale.
14. Data protection: We are committed to protecting your privacy and we comply with the Data Protection laws applicable to business in the UK. We do not disclose your personal information to third parties. We use your personal information to process orders and respond to queries or feedback. We may also use your details to contact you about special offers, new products or forthcoming events and, being a customer—focused organisation, may also contact you to fully understand your business and your needs.
We monitor web statistics including site usage and search engine patterns to help us develop the design and layout of our website (this in no way affects your privacy).
15. Law: These Terms and Conditions shall be subject to and construed under English Law and the parties hereby submit to the exclusive jurisdiction of the English courts for that purpose. If any provision is declared void or unenforceable by a court of competent jurisdiction with respect to particular circumstances, such provision shall remain in force and effect in all other circumstances. If any provision is declared entirely void and unenforceable by a court of competent jurisdiction all other provisions in these Terms and Conditions shall remain in full force and effect
16. Non-Solicitation. During the term of this Agreement, and for a period of six (6) months thereafter, Buyer agrees not to, directly or indirectly, solicit, recruit or employ any employee of Seller without the prior written consent of Seller
17. Maintenance and Support. To the extent that Seller or any third party manufacturer specifies any preventative maintenance with respect to the Products, Buyer shall be responsible for such maintenance. Buyer is also responsible for performing routine backups and for keeping backup information in a safe and separate location.
18. Health and Safety. The Buyer hereby warrants that all of the Buyer’s Equipment complies with all health and safety regulations. The Supplier hereby warrants that all of the Supplier’s Equipment complies with all health and safety regulations