(1) Definitions and Effect and Conditions
(A) The Company means OTT2000.com Limited T/a Office Today Technology.
(B) These Conditions shall apply to and be incorporated into every agreement between OTT2000.com Limited T/a Office Today Technology, and any person, firm or company ("the Customer") under ways the Company supplies goods or services at the request of the Customer.
(C) These Conditions shall take precedence over any conditions of the Customer, and shall not be varied without the written consent of the Managing Director or Director(s) of the Company.
(2) General
Any typographical, clerical or other error or omission in any quotation price list, acceptance of offer, invoice or other document or information issued by the company shall be subject to correction without any liability on the part of the Company.
(3) Orders
The Company reserves the right (without prejudice to any other remedy) to cancel any uncompleted order or to suspend delivery in the event of any of the Customer's obligations to the Company not being met when due for performance. If an order is cancelled by the Company in the aforementioned circumstances, or is cancelled for any reason by a Customer then the Customer shall indemnify the Company against all loss, costs including the cost of all labour and materials used and overheads incurred, damages, charges and expenses arising out of the order and the cancellation thereof, (the Company giving credit for the value of any such materials sold or utilised for other purposes).
(4) Extra Costs
In the event of any suspension of work through the Customer's instructions or lack of instructions, the price(s) quoted shall be increased to cover any extra expense thereby incurred by the Company.
(5) Despatch Dates and Delivery
(A) Any times quoted for despatch are to be treated as estimates only. Whilst every endeavour will be made to meet these estimated times for despatch the Company shall not be liable in any manner whatsoever for failure to despatch within the time quoted.
(B) Delivery of the goods to the Customer's address or any other place stipulated by the Customer shall constitute delivery and the risk therein shall pass upon such delivery to the Customer.
(C) The Company shall be entitled to make partial deliveries or deliveries by instalments and these Conditions shall apply to each partial delivery.
(6) Contingencies
The Company shall not be responsible for non-performance or delay in whole or in part of its obligations nor under any liability to the customer in respect thereof if such non-performance or delay in performance is due to Act of God, war, sabotage, civil disturbance, insurrection, Government regulations, embargoes, strikes, labour disputes, illness, flood, fire, tempest, accident or any other cause beyond the control of the Company.
(7) Carriage Delivery
Unless otherwise specified the price(s) quoted exclude delivery.
(8) Price
(A) Unless otherwise stated any prices quoted by the Company are:
(i) exclusive of valued added tax and any other taxes;
(ii) exclusive of carriage, packing and insurance;
(iii) exclusive of any released certificates;
and the Company shall charge extra in respect of the above items.
(B) Prices quoted are those current at the time of quotation and the price payable by the Customer shall be that which is current at the time of delivery to the customer.
(C) Where agreed call off are not adhered to by the Customer, the Company reserves the right to amend the price structure in accordance with the quantities delivered.
(9) Telephone Orders
(A) The customer agrees to send to the Company a written order in confirmation of any telephoned orders duly marked with any confirmation reference given by the Company; otherwise the Company cannot accept liability for any duplication of delivery that may occur.
(B) All orders including web online orders and orders confirmed verbally by customers over the phone are abided by the Company's Terms and Conditions of Sales.
(10) Payment Terms
(A) Cash or Cheque with Order
(i) Unless otherwise agreed any such order exceeding the Customer's credit account limit shall be processed on a "cash or cheque with order" basis only.
(ii) The Company reserves the right not to deliver the goods in accordance with the despatch date quoted to the Customer until clear funds received.
(B) 50% Deposit Payment Term
Unless otherwise agreed any such order exceeds the credit facilities or any order value of up to £5,000.00, the Company shall process such order subject to written confirmation of acceptance received and a 50% deposit required before goods delivery. The outstanding amount of 50% must be settled in full within 7 working days when goods are ready for delivery. 50% deposits are non-refundable thereafter or should cancellation occur.
(C) 14 Day Payment Term
(i) The price is payable on demand but in any case must not be paid later than 14 calendar days from date of OTT2000.com Limited T/a Office Today Technology Invoice.
(ii) The Company reserves the right to suspend deliveries where payment is not received in accordance with paragraph C (i) of this clause or in accordance with any alternative terms of payment agreed in writing.
(iii) Where payment is not made in accordance with terms of paragraph 10C (i) hereof, the Customer shall pay interest on any unpaid amount calculated at 2% above HSBC's base rate for the time being in force calculated on a daily basis. Customer shall be responsible for all costs and interest incurred to recover any existing debts, and any additional costs will be added to the existing debts and passed on to the customer. In addition we reserve the rights, at our discretion to recover any unpaid goods either from customer's premises, or any other places stipulated by the Customers with the delivery if necessary. In any event additional fee charges apply, a minimal of 25% re-stocking fees when goods are unused/unopen and to be returned in original packaging. In the event of goods are in use a minimal of 50% cancellation fees, subject to goods are accepted by the Vendors'/Suppliers' Return Policy under their standard Terms and Conditions of Sales.
(D) General
(i) No cash or other discount is allowed unless agreed in writing.
(ii) If the Company is able to deliver some items comprising the goods the subject of an agreement but unable to deliver all such items due to causes beyond its control (including but not limited to the examples referred to in Condition 6 hereof), the Customer shall pay for such items as are delivered.
(11) Loss and Damage In Transit
Delivery of the goods to the Customer's address or any other places stipulated by the Customers via courier service, any damage to goods in transit should be notified to the carrier and the Company within two days of receipt, packing and damaged contents to be held for inspection. If goods are not received by the Customer within four days of date of Office Today Technology, the carrier and the Company should at once be informed.
(12) Termination By Government
Notwithstanding the provisions of Condition 6 if goods are to be used in the performance of a Government contract or sub-contract, and the Government terminates such contract in whole or part, the order placed on the Company in respect thereof may be cancelled in the same proportion, and the liability of the Customer for termination allowance shall be determined by the then applicable regulations of the Government pertaining to the termination of contracts.
(13) Consequential Loss and Damage
(A) Save as herein expressly provided the Company shall not be liable for any loss or damage or whatsoever nature or to whomsoever caused arising out the use of goods supplied by it. The Customer shall indemnify the Company against all claims made against the Company by any third part in respect thereof.
(B) In any event, the Company shall not be liable for the loss of or damage to software programs during repair or upgrade of any goods whether or not the same are under warranty.
(14) Returned Goods and Cancellations
The Customer shall not return goods or cancel orders without the Company's previous consent. Such consent will not be given where goods have been specially purchased by the Company to meet the Customer's requirements. If the Company gives such consent, it reserves the right to make a cancellation charge.Goods are not supplied on a Trial basis or NO Sales and Return policy is implemented.
(15) Product Warranties
In the case of defects or faulty workmanship in products or any parts thereof supplied but not manufactured by the Company, the Customer shall not be entitled to receive any greater benefit thereunder than shall be received by the Company under any guarantee or warranty given to the Company by the manufacturers or suppliers thereof.
(16) Customer's Claims or Disputes To Be Settled in Company's Oxfordshire Local Law Courts
In the event of any Customer's claims or disputes in products or any parts thereof supplied but not manufactured by the Company, or services provided by the Company or Company's suppliers or sub-contractors, unless specified or agreed otherwise the Customer shall not be entitled to receive any greater value or benefit other than the value or benefit of goods and services paid for by the Customer, and no additional costs or other expenses will be reimbursed by the Company thereof. Any Customer's claims or disputes against the Company must be settled in the Company's Oxfordshire Local Law Courts.
(17) Copyright, Patents, Trade Marks and Intellectual Property Rights
(A) The Customer acknowledges that rights in respect of the trade marks, trade names, copyrights, patents and other intellectual property rights connect with the goods do not pass to the Customer.
(B) The Customer agrees to indemnify the Company against all liabilities, costs and expenses which the Company may incur as a result of work done in accordance with the Customer's specifications which involve infringement of any patent or other proprietary right.
(18) Financial Condition
If, in the Company's judgement, the Customer's financial condition does not justify the terms of payment specified, the Company may cancel any unfilled orders unless the Customer shall upon written notice, immediately pay for any goods delivered or shall pay in advance for all goods ordered but not delivered or both at the Company's option.
(19) Sub-Contracting
The Company reserves the right to sub-contract any part of any work or supply of any goods or service.
(20) Construction and Use
The Company shall not be responsible be adapting or modifying any goods to conform to statutory requirements not current at the time of the acceptance of order.
(21) Assignment
The contract to which this document relates shall be binding upon and ensure to the benefit of the successors and assigns of the entire business and goodwill of either the Company or the Customer or that part of the business of either used in the performance of such contract, but shall not be otherwise assignable.
(22) Legal Constuction
These Conditions and the contract of which this document forms part shall in all respects be construed and operate in accordance with English Law.