TERMS AND CONDITIONS OF SALE
Updated 14th January 2023
In these Terms and Conditions “Company” means Cindercone Solutions Limited and “Customer” means the person or Company that purchases the goods. “Goods” means the goods or services specified in the Company’s invoice.
1. These terms and conditions apply to all contracts for the sale of Goods to, or provision of work for, the Customer to the exclusion of any terms and conditions specified by the Customer.
2. All prices quoted in brochures, catalogues or on the Company’s web site are subject to confirmation at time of order and are exclusive of VAT which will be chargeable in accordance with legislation current at the date of supply.
Travel expenses are at a rate of 70p per mile plus air fares, subsistence and accommodation where applicable.
3. Credit limits may be given to approved accounts at the sole discretion of the Company but the Company will require both bank and trade references. At its sole option the Company may cancel or amend a credit limit previously granted.
4. A Purchase Order must be provided by the customer to instigate a project. The Purchase Order number will be provided on our resulting invoice(s).
5. Unless otherwise stated on the invoice, payment of accounts must be effected within 30 days of Invoice date. Failure to effect payment when due will result in suspension of deliveries without prejudice to any other remedy which the Company may have.
If payment is not made on the payment due days or otherwise any of these terms are not complied with, the Company may at its absolute discretion withhold further deliveries and may without notice charge interest from the due date on monies outstanding on a per diem basis at the rate of 8% over the base lending rate from time to time of Barclays Bank Plc. No time or indulgence allowed by the Company shall prejudice any contractual right or remedy of the Company.
6. Title in all Goods supplied by the Company shall vest in the Company until the Company has received full payment in respect thereof. Risk in Goods supplied passes to the Customer on despatch.
7. The Company warrants to the Customer only that any Goods supplied by it, function in accordance with any specification provided in documentation accompanying the Goods, provided always the Goods have been used strictly in accordance with the Company’s instructions, and, without prejudice to the generality of the forgoing, have been used correctly in conjunction with a designated computer operating system.
All software products are licensed (not sold) in accordance with the terms expressed in the documentation included with the Goods.
Save as herein provided, all representations, conditions, warranties or other terms whether expressed or implied or whether or statutory or otherwise are hereby expressly excluded. Under no circumstances shall the Company be liable to the Customer or to third parties for loss (including, but not limited to, loss or profit or data) damage or injury howsoever arising. In any event, the total liability the Company shall have to the Customer shall not exceed the value of the Goods covered by the invoice.
In the case of Goods not of the Company’s manufacture, the Company will extend the Customer the benefit of any guarantee, warranty or condition which may have been granted to the Company by the supplier of the Goods and will take such steps as the Customer may reasonably require to enforce such rights but save as aforesaid no condition or warranty is given by the Company in relation to such Goods that are not of its manufacture.
The warranties in this clause in no way invalidate any statutory right of the Customer.
8. Unless otherwise stated each support agreement is valid on a repeating complete 12 month basis subject to termination by either party by notice in writing served upon the other of at least 14 days notice to expire at the end of any such 12 month period.
All software licences are issued annually and are only provided to the Customer if an active support contract exists that has been paid.
The Company will use its reasonable endeavours during the hours of 09:00 to 17:30, Monday to Friday excluding Bank Holidays, to assist the Customer in using the software for the purposes for which it was intended.
9. If the Customer shall make default in or commit any breach of the contract or any other of the obligations to the Company or if the Customer shall become insolvent or bankrupt or make any composition or arrangement with creditors or being a company shall have a Receiver appointed or enter into liquidation whether voluntary or compulsory or if any exception or distress shall be levied against the Customer’s goods the Company shall have the right to determine any contact then subsisting by giving notice to the Customer without prejudice to any claim or right the Company may otherwise make or exercise.
On termination of this contract the Company shall be entitled to terminate immediately any said licence of the software.
10. The failure by the Company at any time or for any period to enforce any one or more of these Terms and Conditions shall not be a waiver of them or a waiver of the right to enforce such Terms and Conditions on a future occasion.
11. Each of the above conditions shall be read and construed independently of each other so that if one or more is held to be invalid as an unreasonable restraint of trade, or for any other reason whatsoever, then the remaining Terms and Conditions shall be valid to the extent they are not held to be so invalid. Further, in the event that any Terms and Condition shall be found to be void but will be valid if some part thereof were deleted then such Term and Condition shall apply with such modification as may be necessary to make it valid and effective.
12. The Customer is reminded that software programs are licensed and not sold and any licence granted is personal to the licensee. The Customer has no right of sale, lease, rent or hire of a software program to a third party unless the Company’s prior and written permission has been obtained.
13. The Company shall not be liable for delay or failure in performing its obligations under the contract to the extent that failure or delay is caused or contributed to by any act of God, war, civil commotion, riot, strike, lockout, trade dispute, breakdown, accident or any other happening or event whatsoever (whether or not of a kind similar to those before mentioned) beyond the control of the Company.
14. The contract between the Company and the Customer shall be governed by and construed in accordance with English Law.
© Cindercone Solutions Limited 2023.