Terms and conditions of sale. Cameras Underwater Ltd. 2011.12.29
In this document, unless context dictates otherwise, the following words have the following meanings:
1.1 "Buyer" or "you" means the individual or organisation who buys or agrees to buy Goods from Cameras Underwater ;
1.2 "Consumer" shall have the meaning ascribed in section 12 of the Unfair Contract Terms Act 1977 ;
1.3 "Contract" means the contract between the Seller and the Buyer for the sale and purchase of Goods incorporating these Terms and Conditions ;
1.4 "Goods" or "products" means the articles or services that the Buyer agrees to buy from the Seller ;
1.5 "Seller", "we" , "us" or "Cameras Underwater" means Cameras Underwater Ltd. of East Island Farmhouse, Slade Road, Ottery Saint Mary, Devon, EX11 1QH, England ;
1.6 "Terms and Conditions" means the terms and conditions of sale set out in this agreement and any special terms and conditions agreed in writing by the Seller ;
1.7 "Website" means the data supplied by Cameras Underwater Ltd. via the Internet and obtainable from www.camerasunderwater.co.uk ;
1.8 "Shopping cart" means automatically produced summary of proposed or pending purchases ;
1.9 "Order" means an instruction to supply goods or services, issued by the buyer or the buyer's agent to the seller; either manually, automatically, or verbally; via the Internet, fax, post, telephone, in person, or otherwise.
1.10 "Special order item" means a product which will only be purchased by us upon receipt of a confirmed order for its resale.
2.1 Nothing in these Terms and Conditions shall affect the Buyer’s statutory rights as a Consumer.
2.2 These Terms and Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer and shall prevail over any other documentation or communication from the Buyer.
2.3 Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer’s acceptance of these Terms and Conditions.
2.4 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
2.5 Any advice or recommendation given by us or our employees or agents to you as to the storage, application or use of the Products which is not confirmed in writing is followed or acted upon entirely at your own risk, and accordingly we shall not be liable for any such advice or recommendation which is not so confirmed.
2.6 Any samples, illustrations or descriptive material and other information contained in Cameras Underwater's brochures, advertising material, its website or elsewhere shall not form part of the Contract and shall be treated as approximate and for guidance only unless specifically stated otherwise.
2.7 Any complaints should be addressed to the Seller's address stated in clause 1.5.
3.1 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Terms and Conditions and are subject to acceptance by the Seller. The Seller may choose not to accept an order for any reason.
3.2 Where the Goods ordered by the Buyer are not available from stock the Buyer shall be notified and given the option either to wait until the Goods are available from stock or cancel the order and receive a full refund within 28 days.
3.3 You shall be responsible for ensuring the accuracy of the terms of any Order (including any applicable specification) submitted by you and for giving us any necessary information relating to the Products within a sufficient time to enable us to perform the Contract in accordance with its terms.
3.4 We shall deliver the Products according to the quantity, quality and description of, and/or any specification for, the Products as set out in your Order (if accepted by us).
4. PRICE AND PAYMENT
4.1 The price of the Goods shall be our quoted price at the time of Order and subject to clause 4.4
4.2 Quotations issued to you by us may be withdrawn or varied at any time and unless specified shall be automatically withdrawn after 30 days. No binding contract shall in any event arise until your Order has been accepted by us and confirmed. An Order will usually be confirmed unless you hear from us to the contrary within two working days of its receipt.
4.3 In the absence of an agreed credit facility, payment of the price plus VAT (if applicable) and delivery charges must be made in full before dispatch of the Goods.
4.4 We reserve the right to give you notice of any increase in price of the Products before delivery to reflect any increase in the cost to us which is due to any factor beyond our control (such as, without limitation, any significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for Products which is requested by you, or any delay or costs caused by your instructions or by your failure to give us accurate information or instructions.
4a. Automated Internet orders
4.5 By way of quotation for goods available for automated purchase, the price shall be that shown on our Website (The price is inclusive of UK VAT unless you are logged-in from outside the EC) . The price excludes delivery charges.
4.6 The total purchase price for automated purchases, including VAT (if applicable) and UK delivery charges, will be displayed in the Buyer’s 'shopping cart' prior to confirming the order.
4.7 After an Internet order is received, the Seller shall confirm by e-mail the details, description and price for the Goods and provide information on the right to cancel if the Buyer is a Consumer.
4b. Credit account holders
4.8 Subject to any special terms agreed in writing between you and us, we shall be entitled to invoice you with the price of the Products on or at any time after dispatch of the Products or on dispatch of any part of the Products.
4.9 All payments shall be made within 30 days of your receipt of our invoice ("the Due Date") in full without deduction in respect of any set-off or counterclaim.
4.10 If you have a credit facility and you fail to make any payment on the Due Date then without prejudice to any other right or remedy available to us, we shall be entitled to:
a) cancel the Contract or suspend any deliveries to you;
b) appropriate any payment made by you to such of the Products (or the Products supplied under any other contract between you and us) as we may think fit (notwithstanding any purported appropriation by you); and
c) charge you interest (both before and after any judgement) on the amount unpaid, at the rate of four per cent per annum over the base rate for the time being of Royal Bank of Scotland PLC (such interest being deemed to accrue from day to day and being compounded on the last day of each calendar month) until payment is made.
5. RIGHTS OF SELLER
5.1 The Seller reserves the right to alter prices on the Website or in other issued documents without prior announcement or consultation. The Seller shall make every effort to ensure prices are correct at the point at which the Buyer places an order.
5.2 The Seller reserves the right to withdraw any Goods from sale at any time.
5.3 The Seller shall not be liable to anyone for withdrawing any Goods from the Website or from other sales literature or for refusing to process an order.
6. RESTRICTED ITEMS
6.1 Where Goods may only be purchased by persons of a certain age or qualification, the Buyer will be asked when placing an order to declare that they are legally entitled to purchase the Goods.
6.2 If the Seller discovers that the Buyer is not legally entitled to order certain Goods, the Seller shall be entitled to cancel the order immediately, without notice.
7.1 Goods shall be delivered by post or by parcel carrier ('mail-order') or otherwise collected according to the buyer's specific instructions.
7.2 Where a specific delivery date has been agreed, and where this delivery date cannot be met, the buyer will be notified and given the opportunity to agree a new delivery date or cancel the order.
7.3 Cameras Underwater Ltd. shall use its reasonable endeavours to meet any date agreed for delivery. In any event time of delivery shall not be of the essence and the Seller shall not be liable for any losses, costs, damages or expenses incurred by the Buyer or any third party arising directly or indirectly out of any failure to meet an estimated delivery date.
7.4 Delivery of the Goods by mail-order shall be made to the Buyer’s address specified in the order and the Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
7.5 Risk in the Goods shall pass to the Buyer upon delivery of the Goods, or where the Buyer fails to take delivery at the agreed time, at the time delivery was attempted.
7.6 Title in the Goods shall not pass to the Buyer until payment of the price has been made in full.
7.7 Any claim for non-delivery of any Products shall be notified in writing by you to us within 28 days of the date of our invoice.
8. CANCELLATION and RETURN
8.1 Unless the buyer has been informed that the product is a special order item, the Buyer may cancel the order for any reason up to the point of dispatch and any payments made by the Buyer shall be refunded in full within 28 days excepting any agreed non-refundable deposits.
8.2 Cancellation of an order for a special order item can only be made with our consent and on such terms as we see fit. Any agreed non-refundable deposit may be forfeit upon such cancellation.
8.3 The Buyer shall inspect the Goods immediately upon receipt and shall notify the Seller in writing within 7 days if the Goods are damaged or do not comply with any of the Contract. If the Buyer fails to do so the Buyer shall be deemed to have accepted the Goods.
8.4 Where a claim of defect or damage is made, the Goods shall be returned by the Buyer to the Seller within 28 days of delivery. The Buyer shall be entitled to a replacement or a full refund (including delivery costs) plus any return postal charges if the Goods are in fact defective.
8.5 If you are a consumer you have the right, in addition to your other rights, to cancel the Contract and receive a refund by informing the Seller in writing within 14 working days of receipt of the Goods. The right to cancel does not apply to contracts for the supply of software, audio or visual recordings if these have been unsealed by the Consumer.
8.6 Goods must be returned by the Buyer at the Buyer’s expense within 14 days of cancellation in the original packaging and should be adequately insured during the return journey. The Buyer will receive a refund of all monies paid for the Goods (including delivery charges, if any) except for return postal charges.
8.7 Goods to be returned must clearly show the order number obtained from the Seller on the package.
8.8 Where returned Goods are found to be damaged due to the Buyer’s fault the Buyer will be liable for the cost of remedying such damage.
9. WARRANTIES and LIABILITY
9.1 Except as may be implied by law where the Buyer is dealing as a Consumer, in the event of any breach of these Terms and Conditions by the Seller the remedies of the Buyer shall be limited to damages which shall in no circumstances exceed the price of the Goods and the Seller shall under no circumstances be liable for any indirect, incidental or consequential loss or damage whatever.
9.2 Cameras Underwater shall have no liability to you if payment for the goods is outstanding beyond the due date for payment.
9.3 Where any valid claim in respect of any of the products which is based on any defect in the quality or condition of the products or their failure to meet specification is notified to us in accordance with these Conditions, we shall, at our sole discretion, replace the products (or the part in question) free of charge or refund to you the price of the products (or a proportionate part of the price) but we shall have no further liability to you. You shall return the rejected products at your own cost.
9.4 We shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, failure to follow our guidance (whether oral or in writing), misuse, alteration, or repair of the Products without our approval;
9.5 We shall be under no liability in respect of any defect resulting from the use of Products with any materials or equipment not supplied by us, in respect of which you shall only be entitled to the benefit of any such warranty or guarantee as is given by such supplier to us.
9.6 Nothing in these Terms and Conditions shall exclude or limit the liability of the Seller for death or personal injury resulting from the negligence of the Seller or that of the Seller’s agents or employees.
No waiver by the Seller (whether express or implied) in enforcing any of its rights under this contract shall prejudice its rights to do so in the future.
11. FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to: natural disasters, strikes, lock outs, accidents, war, fire, failure of any communications, telecommunications or computer system, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply; and the Seller shall be entitled to a reasonable extension of its obligations.
12. INSOLVENCY (Credit account holders)
This condition applies if:
a) you make any voluntary arrangement with your creditors or become subject to an administration order or (being an individual or firm) become bankrupt or (being a company) go into liquidation (otherwise than for the purpose of a solvent amalgamation or reconstruction) ;
b) an encumbrancer takes possession, or a receiver is appointed, over any of your property or assets ;
c) you cease, or threaten to cease, to carry on business ; or
d) we reasonably apprehend that any of the events mentioned above is about to occur in relation to you and notify you accordingly.
12.1 If this condition applies then, without prejudice to any other right or remedy available to us, we shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without liability to you; and if the Products have been delivered but not paid-for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.
If any term or provision of these Terms and 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 Terms and Conditions had been agreed with the invalid illegal or unenforceable provision eliminated.
14. CHANGES TO TERMS and CONDITIONS
14.1 The Seller shall be entitled to alter these Terms and Conditions at any time but this right shall not affect the existing Terms and Conditions accepted by the Buyer upon making a purchase.
14.2 Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.
15. GOVERNING LAW and JURISDICTION
These Terms and Conditions shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.
Terms and Conditions ("Terms") for the supply of camera repairs and servicing ("Services")
A1.1. The supply of Services shall be subject to the conditions of sale of Cameras Underwater Ltd. ("Cameras Underwater"), a copy of which is included with these Terms, except to the extent that:
a) any provision of those conditions of sale is inconsistent with any provision of these Terms, in which event these Terms shall prevail; or
b) Cameras Underwater Ltd. and the customer agree in writing to vary those conditions of sale.
A1.2. The supply Services shall be provided by Cameras Underwater Ltd. at their premises in Slade Road, Ottery St Mary, Devon EX11 1QH, England unless the customer is notified otherwise. If the customer requires or it is necessary to supply Services on the customer’s or a third party’s premises, Cameras Underwater reserves the right to levy an additional charge and expenses.
A1.3. The price of and a description of the Services to be supplied to the customer shall be set out on the quotation which shall be sent to the customer upon request of such. Where applicable an additional charge will be made on a cost-plus basis for services which are required in addition to those set out on the quotation.
A1.4. Cameras Underwater Ltd. shall send the customer written confirmation of the receipt of any camera and/or any associated equipment ("the Equipment") upon receipt of such.
A1.5. If Cameras Underwater Ltd. fails to deliver any part of or all the Services for any reason other than a reason outside Cameras Underwater’s reasonable control or the customer’s fault and Cameras Underwater is accordingly liable to the customer, Cameras Underwater’s liability shall be limited to the value of the Services as set out on the customer’s quotation.
A1.6. The insurance of the Equipment which is the subject of the Services is deemed at all times (whether or not the Equipment is on Cameras Underwater’s property or under Cameras Underwater’s control) to be the responsibility of the customer. Cameras Underwater advises the customer to review the terms of their insurance policy to ensure cover is appropriate.