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Terms and Conditions

  Thames IT printable Terms and Conditions

1. Interpretation

1.1 In these conditions:
(a) "SELLER" means Thames I.T Ltd (registered in England & Wales under no.
5707052) (b)"BUYER" means the person accepting the Seller's quotation for the sale
of Goods or whose order for Goods is accepted by the Seller. (c)"GOODS" means any
products which are supplied in accordance with these Conditions. (d)
"CONDITIONS" means the standard terms and conditions of sale set out in this
document, including any special terms and conditions agreed in writing between the
Buyer and the Seller.
(e) "CONTRACT" means the agreement for the purchase and sale of Goods.
(f) "WRITING" includes telex, cable, facsimile transmissions, e-mail and comparable
means of communication.
1.2 The headings in these Conditions are for convenience only and shall not affect their
interpretation.

2. Basis of the sale

2.1 The Seller shall provide and the Buyer shall purchase the Goods in accordance with
and upon acceptance of the Seller's written quotation or the Buyer's written order,
subject in either case to these Conditions, which govern the Contract to the exclusion
of any other terms and conditions.
2.2 No variation to these Conditions shall be binding unless agreed inWriting between the
authorised representatives of the Buyer and the Seller.
2.3 The Seller's employees or agents are not authorised to make any representations
concerning the Goods unless confirmed by the Seller in Writing. In entering into the
Contract, the Buyer acknowledges that it does not rely on, and waives any claim for
breach of, any such representations which are not so confirmed.
2.4 Any advice or recommendation given by the Seller (or its employees or agents) to the
Buyer (or its employees or agents) as to the storage, application or use of the Goods
which is not confirmed in Writing by the Seller is followed or acted upon entirely at
the Buyer's own risk. The Seller shall not be liable for any such advice or
recommendation which is not so confirmed.
2.5 Any typographical, clerical or other error or omission in any sales literature, quotation,
price list, acceptance of offer, invoice or other document or information issued by the
Seller shall be subject to correction without any liability on the part of the Seller and
shall not in any way affect the enforceability of the Contract.

3. Orders and specifications

3.1 The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of
any order submitted by the Buyer and for giving the Seller any necessary information
relating to the Goods within a sufficient time to enable the Seller to perform the
Contract in accordance with its terms.
3.2 The quantity, quality and description of and any specification for the Goods
shall be those set out in the Seller's quotation (if accepted by the Buyer) or the Buyer's
order (if accepted by the Seller).
3.3 No order which has been accepted by the Seller may be cancelled by the Buyer except
with the agreement in Writing of the Seller and on terms that the Buyer shall
indemnify the Seller in full against all loss (including loss of profit), costs (including
the cost of all labour and materials used), damages, charges and expenses incurred by
the Seller as a result of cancellation.

4. Price of the Goods

4.1 The price of the Goods shall be the Seller's quoted price or, where no price has been
quoted (or a quoted price is no longer valid), the price listed in the Seller's published
price list current at the date of acceptance of the order. All prices quoted are valid for
30 days or until earlier acceptance by the Buyer. After the 30 day period, they may be
altered by the Seller without giving notice to the Buyer.
4.2 The price is exclusive of any applicable value added tax, which the Buyer shall be
additionally liable to pay to the Seller.

5. Terms of payment

5.1 Subject to any special terms agreed in Writing between the Buyer and the Seller, the
Seller shall be entitled to invoice the Buyer for the price of the Goods on despatch or,
if the Goods are to be collected by the Buyer, at any time after the Seller has notified
the Buyer that the Goods are ready for collection.
5.2 The Buyer shall pay the price of the Goods (less any discount to which the Buyer is
entitled, but without any other deduction) within 30 days of the date of the Seller's
invoice, notwithstanding that delivery may not have taken place and the property in
the Goods has not passed to the Buyer. The time of payment of the price shall be of
the essence of the contract. Receipts for payment will be issued only upon request.
5.3 If the Buyer fails to make any payment on the due date then, without prejudice to any
other right or remedy available to the Seller, the Seller shall be entitled to:
(a) cancel the contract or suspend any further deliveries to the Buyer;
(b) appropriate any payment made by the Buyer to such of the Goods any purported
appropriation by the Buyer).

6. Delivery

6.1 Any dates quoted for delivery of the Goods are approximate only and the Seller shall
not be liable for any delay in delivery of the Goods howsoever caused. Time for
delivery shall not be of the essence unless previously agreed by the Seller in Writing.
6.2 Where the goods are to be delivered in installments, each delivery shall
constitute a separate contract and failure by the seller to deliver any one or more of the
installments in accordance with these conditions or any claim by the buyer in respect
of one or more installments shall not entitle the buyer to treat the contract as a whole
as repudiated

7. Risk and property

7.1 Notwithstanding delivery and the passing of risk in the Goods, or any other
provision of these Conditions, the property in the Goods shall not pass to the
Buyer until the Seller has received in case or cleared funds payment in full of the
price of the Goods and all other Goods agreed to be sold by the Seller to the Buyer
for which payment is then due.
7.2 Before title is passed to the Buyer under the terms of Clause 7.1.and without
prejudice to any of its other rights the Seller shall have the right to recover and
resell the Goods or any of them and may enter upon the Buyer’s premises by its
servants or agents for that purpose.

8. Warranties and liability

8.1 Subject to the conditions set out below, the Seller warrants that the Goods will
correspond with their specification at the time of delivery and will be free from
defects.
8.2 The above warranty is given by the Seller subject to the following conditions:
(a) the Seller shall be under no liability in respect of any defect arising from fair
wear and tear, wilful damage, negligence, abnormal working conditions, failure to
follow the Seller's instructions (whether oral or in writing), misuse or alteration or
repair of the Goods without the Seller's approval;
(b) the Seller shall be under no liability under the above warranty (or any warranty
as to condition or guarantee) if the total price for the Goods has not been paid by
the due date for payment.
8.3 Where any valid claim in respect of any of the Goods, which is based on any
defect in quality or condition of the goods or the failure to meet specification, is
notified to the Seller in accordance with these conditions, the Seller shall be
entitled to replace the Goods (or the part in question) free of charge or, at the
Seller's sole discretion, refund to the Buyer the price of the Goods (or a
proportionate part of the price), but the Seller shall have no further liability to the
Buyer.
8.4 Except in respect of death or personal injury caused by the Seller's
Negligence, the Seller shall not be liable to the Buyer by reason of any
representation, or any implied warranty, condition or other term, or any duty at
common law, or under the express terms of the Contract, for any consequential
loss or damage (whether for loss of profit or otherwise), costs, expenses or other
claims for consequential compensation whatsoever (and whether caused by the
negligence of the Seller, its employees or agents or otherwise) arising from or in
connection with the supply of the Goods or their use or resale by the Buyer, except
as expressly provided in these Conditions.
8.5 The Seller shall not be liable to the Buyer or be deemed to be in breach of the
Contract by reason of any delay in performing, or any failure to perform, any of
the Seller's obligations in relation to the Goods, if the delay or failure was due to
any cause beyond the Seller's reasonable control.
8.6 The Seller’s total liability shall not exceed the value of the Goods as set out in the
Seller’s invoice. After accepting liability in respect of goods the Seller shall have
the option of refunding the price of the Goods to the Buyer or of replacing the
Goods in question within a reasonable time and any replacement Goods shall be
accepted by the Buyer in substitution for any rights in respect of the replaced
Goods.

9. Insolvency of Buyer

9.1 This clause applies if:
(a) the Buyer makes any voluntary arrangement with its creditors or becomes
subject to an administration order or (being an individual or firm) becomes
bankrupt or (being a limited liability company) goes into liquidation (otherwise
than for the purposes of amalgamation or reconstruction) or
(b) an encumbrancer takes possession, or a receiver is appointed, of any of the
proper assets of the Buyer; or
(c) the Buyer ceases, or threatens to cease, to carry on business; or
(d) the Seller reasonably apprehends that any of the events mentioned above is
about to occur in relation to the Buyer and notifies the Buyer accordingly.
9.2 If this clause applies, then without prejudice to any other right or remedy available
to the Seller, the Seller shall be entitled to cancel the Contract or suspend any
further deliveries under the Contract without any liability to the Buyer, and if the
Goods have been delivered but not paid for the price shall become immediately
due and payable notwithstanding any previous agreement or arrangement to the
contrary.

10. Export terms

The Buyer shall be responsible for complying with any legislation or regulations
governing the export of the Goods and/or the importation of the Goods into the
country of destination and for the payment of any duties thereon.

11. If you breach the Agreement-IMPORTANT

11.1 Thames IT reserve the right to charge you additional costs incurred to
remedy any non payment of account,these may include legal enforcement
through the courts, or Debt Collection costs,additional charges may also be
added under the late payment of commercial debts Act 1998.
11.2 Thames IT will charge contractual interest at Base rate set by Barclays
PLC, variable plus 8% per annum or part until payment is received.