For the purposes of these Terms and Conditions Screen Savers PCS Ltd will be referred to as “Screen Savers”.
1. These terms and conditions of sale (“terms”) comprise all the terms of the contract between the Customer (“you”) and Screen Savers (“we”, “us”, “our” and or “Company”) for the goods and/or services described. If you accept our goods or services, you shall be deemed to accept these terms, despite anything to the contrary in your order. Any binding contracts for our Remote Access Support Service Agreement , web/email hosting, hosting exchange services, data backup and remote support contracts provided by Screen Savers will supersede these Terms and Conditions and prevail over the Customer’s business terms.
2. All orders are accepted and goods and services supplied subject to these terms and conditions and, no addition or variation shall be binding on Screen Savers unless it is made in writing and signed by a duly authorised representative of Screen Savers.
3. Specifications are given by Screen Savers in good faith and to the best of Screen Savers' knowledge but do not constitute a guarantee.
4. Screen Savers reserves the right (without prejudice to any other remedy) to cancel any uncompleted order or to suspend delivery in the event that any of the Customer's commitments with Screen Savers shall not be met. If any order is cancelled by Screen Savers in such circumstances, or is cancelled by the Customer, for Customer reasons, the Customer shall reimburse Screen Savers against all loss, costs (including the cost of all labour materials goods and overheads incurred), damages, charges and expenses arising out of the order and the cancellation thereof (Screen Savers giving credit for the value of such materials or orders sold or utilised for any other purpose).
5. Timelines are given in good faith but no guarantee can be given and no liability can be accepted in the event of late delivery or late performance of any service to be provided by us.
6. The risk of loss and/or damage to goods supplied by Screen Savers shall pass to the Customer once they have been delivered to the Customer or other person to whom Screen Savers is authorised by the Customer to deliver the goods whether expressly or by implication. It is the Customer’s responsibility for insuring the goods thereafter against such risks as may be commercially prudent.
7. Any damage to goods in transit must be notified to the relevant carrier and Screen Savers within one business day of receipt (packaging and contents must be held for inspection). If goods have not been signed as damaged but have been found to be damaged in transit, Screen Savers must by notified by no later than 5.30pm on the day of delivery. If goods are not received by the Customer within two days of the date of invoice the carrier and Screen Savers must be informed immediately.
8. If goods delivered to the Customer are defective, the Customer must notify Screen Savers immediately and the Customer is referred to paragraph 34 below. If goods are returned to us as faulty and after examination and testing prove not to be faulty, Screen Savers will return the same goods to the Customer and charge 20% of the value of the goods plus any applicable delivery charges to cover handling and administrative costs. Without prejudice to paragraph 34 we cannot accept any liability for any goods that have been modified or altered in any way or for defective goods to which unauthorised repairs have been made. This paragraph does not affect the Customer's statutory rights.
9. If upon receipt of the goods the buyer should find any discrepancy in the quantity supplied or type ordered the buyer must notify us of the discrepancy within one business day of the date of dispatch failing which no claim in respect of such discrepancy will be entertained by us.
10. Goods may not be returned to us unless by prior arrangement. Goods returned for reasons other than being faulty or defective must be unused, in saleable condition and in original packaging sent freight paid to Screen Savers. Such returns will be subject to a 25% restocking fee. Goods that have been specially made or modified for a customer may not be returned for credit. No returned goods will be accepted more than 30 days after dispatch by us and no credit will be allowed unless supported by Screen Savers' duly completed Return Product Authority Form. Screen Savers reserves the right not to accept the return of non-faulty goods.
11. Screen Savers reserves the right where a number of goods have been ordered to deliver and invoice for each separately.
12. The goods shall remain the property of Screen Savers (which reserves the right to dispose of them) until payment in full for all goods has been received by us.
13. In the event that payment is overdue in whole or in part or upon the commencement of any act or proceeding in which the Customer's solvency is involved, Screen Savers may, without prejudice to any of its other rights, recover and/or resell the goods. Screen Savers may enter the Customer's premises in person or by their agents for that purpose. If the goods have been incorporated in or used as material for other goods before payment in full has been made to Screen Savers the ownership in the whole of such goods shall be and remain with us until such payment has been made or the other goods have been sold as aforesaid and all Screen Savers rights hereunder in the matter shall extend to those other goods. The Customer agrees to pay Screen Savers all costs of repossession.
14. The Customer is not entitled to resell any goods until all sums due to Screen Savers have been duly paid.
Price and Payment
15. Whilst every endeavour will be made to ensure the accuracy of the prices quoted, no responsibility can be accepted for any errors or omissions. All quotations are exclusive of delivery charges and VAT at the applicable rate. All prices are in UK Sterling (£) unit costs except where indicated otherwise. All prices and specifications are subject to change without prior notice. Any images used are for illustrative purposes only.
16. All goods and services are to be paid upfront unless agreed. If credit terms are agreed and in place, Screen Savers reserves the right to charge interest and costs on late payment of invoices as detailed in the Late Payment of Commercial Debts (Interest) Act 1998.
17. In the event of any suspension of work through the Customer's instructions, lack of instructions, or any default on the part of the Customer whatsoever the price(s) given may be increased to cover any extra expenses incurred by Screen Savers.
18. All prices are quoted exclusive of VAT, which will be added to all invoices at the ruling rate at the date of the invoice.
19. Payment of invoices is due immediately upon receipt. Where any account remains outstanding, after the agreed payment terms, as stated on the invoice and from the date of the invoice, all discounts will be cancelled and Screen Savers reserves the right to: (a) charge interest on all sums outstanding both before and after judgement calculated at the rate of 8% per annum above Barclays Bank Plc base rate from time to time accruing from day to day from the due date to the date of payment (b) suspend performance of all or any of its obligations under any current agreement with the Customer.
20. Payment is accepted by BACs or cheque although cheques will be subject to a £5.00 handling charge.
21. Screen Savers shall deliver the equipment to the installation address and all support maintenance and all other services will be provided only at that address unless agreed otherwise in writing.
22. The Customer is responsible for providing the correct environment and operating conditions for the equipment to be installed and shall be responsible for the safety and supply of all electrical appliances. Should Screen Savers deem the electrical supply sub-standard the Customer shall, at its own expense make such changes specified by us.
23. Screen Savers will install Internet related software subject to the co-operation of the Internet Service Provider (ISP), employed by the customer.
24. Screen Savers may store the goods (at no cost to us) separately from all other goods in such a way that they remain readily identifiable as the Company's property;
25. Screen Savers will use default installations unless arrangements are made prior to installation.
26. All software supplied by Screen Savers to the Customer shall be subject to the terms of the end user licence supplied to the Customer.
27. Defects in software are the liability of the licensor not of Screen Savers.
28. Software will not be copied / modified / duplicated for any purposes of gain or resale by the Customer.
29. The Customer shall be responsible for all data stored on equipment and software supplied by Screen Savers, and all backup procedures. Screen Savers cannot be responsible for any loss of data.
30. Acts, omissions or wilful neglect on the part of the Customer including but not limited to accident, misuse or any other default resulting in Screen Savers having to provide service/support will be charged by us at its normal rates for such service/support.
31. Disks, ribbons and other consumables are the responsibility of the Customer. Should we recommend consumables, which the Customer fails to use resulting in damage to the goods then Screen Savers shall not be liable to repair or replacements.
32. Screen Savers will use all reasonable endeavours to ensure that all software already installed or loaded by us is virus free but due to the nature of viruses no guarantee can be given.
33. It is the Customer's responsibility to ensure that valid licences exist for all software loaded on their machines.
34. If a request has been received from the Customer in writing, Screen Savers will use all reasonable endeavours to extend or enforce the warranty on their behalf.
35. While all products should be fit for the purpose for which they have been designed, no warranty is given that any product supplied by us will suit the Customer's purposes unless such purposes are contained in a written specification and agreed with Screen Savers.
36. Screen Savers shall not be liable for non-performance in whole or in part of its obligations if such non-performance is due to force majeure.
Liability and Claims
37. Except for death or personal injury due to negligence by Screen Savers or its employees, we shall under no circumstances be liable in respect of defects in goods delivered or for any damage or loss resulting from such defects. Screen Savers shall not be under any liability for damage, loss or expense, resulting from the failure to give advice or information, whether or not due to the negligence by us or our employees. Screen Savers cannot be held liable for any loss of revenue of consequential loss or damage arising from any cause whatsoever even if Screen Savers has been advised of the possibility of such losses.
38. All claims must be made in writing within 28 days of the occurrence of the event giving rise to a claim. You agree that Screen Savers will always be afforded a reasonable opportunity to correct a default before being in breach of its obligations. We shall not be liable in respect of any claim unless these requirements have been complied with except in any particular case where the Customer proves that (i) it was not possible to comply and (ii) advice (where required) has been given and the claim made as soon as reasonably possible thereafter.
39. Subject to the above Screen Saver's entire liability however arising shall be limited to damages which shall not in the case of public liability exceed £2,000,000 and in respect of all other matters shall not exceed £1,000,000 in respect of any one claim. A number of defaults which together result in or contribute to the same loss or damage shall be treated as one claim.
40. Except as expressly stated herein, all conditions warranties representations and undertakings, express or implied, statutory or otherwise are excluded.
Waiver of Remedies
41. No forbearance, delay or indulgence by either party in enforcing the provisions of these terms and conditions shall prejudice or restrict the rights of that party nor shall any waiver of rights operate as a waiver of any subsequent breach.
42. These terms conditions and the contract to which they relate shall in all respects be construed in accordance with English Law.
43. All notices which are required to be given by Screen Savers or the Customer shall be in writing and shall be sent to the address of the recipient, or such other address as the recipient may designate by notice given in accordance with the provisions of this clause. Any such notice may be delivered by hand or by first class pre-paid letter and shall be deemed to have been served if by hand when delivered and if by first class post, 48 hours after posting.