The following terms and conditions are the terms on which Think Information Technology Ltd. sell products and supersedes all other terms and conditions relating to the subject matter of these conditions.
1. Price and Payment
1.1 The price (exclusive of VAT) for the goods (“the price”) shall be the quoted price of the Seller and payment of the price shall be made by buyer within 30 days of the date of the invoice for the goods unless otherwise agreed.
1.2 If the price is not paid by the due date interest shall be accrued both before and after judgement on the unpaid portion of the price at the rate of 5% above the base rate.
1.3 Costs are valid for a period of 30 days from date of issue.
1.4 Travel and related expenses are charged in addition to all other costs.
1.5 Unless otherwise specified, estimates are based upon working within normal business hours (Monday to Friday 9:00 to 17:00) and exclude Bank Holidays.
2. Goods and/or Services
The description and the quantity of the goods/services to be sold shall be as set out in the quotation provided by the Seller to the Buyer (“the Quotation”).
The Seller shall deliver the Goods (and/or provide the Services) to the Buyer at the address of the Buyer as shown on the Quotation on the date shown on the Quotation. Time shall not be of the essence for delivery of the goods.
The Buyer shall be deemed to have accepted the goods if they have not been rejected on or before the 7th day after delivery. The Buyer shall not be entitled to reject the goods in whole or in part after such date.
5. Title and Risk
5.1 The goods shall be at the risk of the Buyer following delivery.
5.2 Notwithstanding the delivery title in the goods shall not pass to the Buyer until he has made payment of all sums owing to the Seller.
5.3 Until such time as title in the Goods passes to the Buyer the Seller shall have the right to repossess or otherwise recover the Goods.
6. Limitation of Liability
6.1 Save in respect of personal injury or death due to the negligence of the Seller the Seller shall not be liable to the buyer in respect of any loss suffered by the Buyer due to any defect in the Goods.
6.2 Without prejudice to Condition 6.1 the Seller shall not be liable to the Buyer or any third party for any loss of profit, consequential or other economic loss suffered by the Buyer arising in any way from this agreement.
6.3 Save in respect of personal injury or death due to the negligence of the Seller the liability of the Seller under these Conditions shall not exceed the price.
7. Force majeure
The Seller shall not be liable for any default due to any circumstances beyond the reasonable control of the Seller including, but not limited to, Acts of God, War, civil unrest, riot, strike, lock-out, acts of civil or military authorities, fire, flood, earthquake or shortage of supply or failure to deliver of the suppliers of the Supplier.
8.1 If any term or provision of these Conditions is held invalid illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these conditions had been agreed with the invalid illegal or unenforceable provision eliminated.
8.2 The Seller may without the consent of the Buyer sub license its rights or obligations or any part of these conditions.
8.3 The headings of these conditions are for ease of reference only and shall not affect the interpretation of any of the conditions.
9. Governing Law and Jurisdiction
The Laws of England and Wales shall govern this agreement and the parties hereby submit to the non-exclusive jurisdiction of the Courts of England and Wales.
Nothing in this agreement and no action taken by either of the parties shall constitute or be deemed to constitute to such parties a partnership association, joint venture or other cooperative entity.
Think Information Technology Ltd. and the customer each agree to keep confidentiality and use only for the purpose of exerting and performing their respective rights and obligations under this agreement all plans, designs, drawings, trade secrets, business and other confidential information which are disclosed or made available by one party or the other (“Confidential Information”). Each of Think Information Technology Ltd. and the customer undertake not to disclose to any third party such Confidential Information without the express written consent of the other. No obligation of confidentiality under this clause shall apply to Confidential Information which is i) already in possession of the disclosing party without obligation of confidentiality owed to their or ii) has been developed to the disclosing party independently without access to the relevant Confidential Information; iii) the disclosing party rightfully receives without obligation of confidentiality from a third party; or iv) enters the public domain other than by reason of any breach of this agreement save that Think Information Technology Ltd. have the right to publicise that the customer is a party to this agreement in any advertising or promotion.
12. Rights of Consumer
Nothing in these conditions shall affect the statutory rights of a consumer.