Supply of Equipment Terms and Conditions

Definitions

‘Equipment’ any physical item supplied to you including, but not limited to servers, computers, laptops, firewalls other hardware and software
‘You’ the customer
‘We‘ Signal Networks Ltd

Overview

1. We, undertake to supply to you, with the equipment as detailed in the quote, if you are able to comply with the terms and conditions as stated. In supplying the equipment we will always use our reasonable skill and care.
2. You agree to supply us with an official purchase order for all quotes or email confirmation.
3. You agree by providing us with an official purchase order to be charged and agree to pay us for the equipment and any installation charges and expenses as stated on the order per the payment and credit terms agreed.

Responsibilities

4. You are responsible for ensuring that any of your equipment we may need to use when onsite if the equipment supplied is to be installed by us is at all times is safe and properly used, and in this regard you agree to comply with the manufacturer’s instructions/warranties and/or any other instructions that have been notified to you.
5. You agree to provide, at your own cost, suitable facilities including racks and all necessary electrical and other installations and fittings including electricity sockets required in order for us to install the equipment purchased and that you will comply with our reasonable requests and directions in this regard.
6. You warrant that you are the legal owner of all equipment already in place that we may be reliant on to install the equipment as we have stated, and you hold all appropriate software licences.
7. The license of any software installed in any of your equipment by us will be in your name and will belong to you. If any software is installed to enable us to conduct remote monitoring, we will ensure that as far as possible this is fully compatible with your existing systems, but we cannot be held liable of any unforeseen loss or damage as detailed below under “Our Liability”.

Notice

8. You may request an upgrade or change of the equipment stated on the quote, we will use best endeavours to accept the request, however this may not be possible or may result in additional costs chargeable to you in additional to the accepted quote and any change if possible will take effect after we have received notification by email or in writing in the form of an additional or amended official purchase order from you.

Modification

9. We may have to change the supply of equipment terms and conditions from time to time. Upon any change we will notify you by email with the subject “Change of Supply of Equipment Notice.” We will give you at least 3 working days’ notice of any changes. If you agree to be bound by the changes, you must follow the acknowledgement instructions in the email message within 3 working days.
10. We may, due to matters entirely beyond our control (bearing in mind that software, hardware, equipment and programmes are supplied through third parties) due to market conditions such as stock availability or for commercial reasons may need, from time to time, to change the specification, make or model of the equipment, hardware, software or any other item supplied. We will endeavour to replace ‘like with like’ wherever possible, this may result in additional charges or delay in delivery. However we will always give you reasonable notice of such a change.

Charges

11. All charges will be made via electronic invoice via our online invoicing system to a designated email address the details provided by you.
12. All payment terms are strictly 30 days from date of invoice or in advance if purchasing significant levels of hardware and software at the rates outlined in the quote.
13. We reserve the right to suspend all services and supplies of equipment for non-payment of any invoices outstanding on your account, during this time you will continue to accrue and be liable for all the charges incurred and that you have agreed to.
14. Any equipment you have authorised us to purchase that is classed as ‘specialised’ is non-refundable and cannot be returned or the order cancelled as we would have sourced these items specifically for you in the market place at ‘best price and availability’ and would not be able to return the equipment to our suppliers. This does not affect your statutory rights.
15. Following 2 instances of late payment exceeding the payment terms stated on the invoice, we reserve the right to withdraw our standard credit terms and request payment in advance of all supplies and services.
16. Payment will be accepted by BAC’s or other banking arrangements we agree to in advance only. If your bank returns any payment we may charge you an administration fee of £30.00
17. All prices included within this quotation are quoted in British pounds (GBP) and exclusive of VAT at the prevailing rate.
18. We reserve the right to charge you the cost of replacement equipment, including administration and additional installation fees if equipment supplied is damaged as a result of the misuse or neglect, or accidental or wilful damage.
19. Any late payment will incur interest charges at the rate of 4% over the Bank of England’s base rate for the whole period of any late payment, calculated on a daily basis. We will normally contact you if you do not pay us any charges due. We may pass debts owed to us to other companies for collection and if we do so then those companies shall be entitled to commence legal action against you to collect the sums that are owing.
20. Entry to premises on installation of equipment (if applicable)
21. We agree to cause as little disturbance as possible when undertaking any work at your premises. We agree to make good, to your reasonable satisfaction, any damage that we, our employees, agents or contractors may cause the premises. You must notify us within 2 working days after we have entered your premises of any damage that you wish to report.
22. You hereby give permission to us and our employees, agents or contractors to: –
(a) Undertake any work at your address that is necessary to enable us to install, maintain, renew or remove equipment, where you will ensure all health and safety at work laws are adhered to and that you have the appropriate public liability insurances in place.
(b) Enter the premises if we need to inspect any equipment, which may be kept there. We will always endeavour to give you as much notice as possible via writing or email in advance.

Confidentiality

23. We and you agree that we will not disclose to any third party any information concerning customers, employees, directors, trade secrets, methods, processes or procedures or any other confidential, financial or business information of the other party, which it learns during the course its performance of these terms and conditions, without the prior written consent of the other party. This obligation will survive the cancellation or termination as stated.

Our Liability

24. We will not be liable to you or any third party for any incidental, indirect, special or consequential damages including damages for loss of business profits, bus iness interruption, loss of business information or other financial loss arising out of the inability to use our services or the equipment supplied.
25. We shall not be liable to you for any loss of any description caused during installation or otherwise as a result of a power failure / surge, virus, worm, Trojan or other harmful or disruptive components entering your computer systems.
26. We shall not be held liable for the loss of any data; you must make sure all critical data is backed up to storage media.
27. We shall not be liable for any failure to do what we have promised under these terms and conditions if we are hindered from doing so by something outside our control. Matters outside our reasonable control will include but not be limited to lightening, flooding, or severe weather conditions, fire or explosions, civil disorder, military or terrorist activity, war, actions of local or national government or industrial disputes including obstruction from your employees or representatives.
28. You accept it is your responsibility to check the accuracy of all deliveries by any third party or supplier arranged by us and items received and purchased from us and to report any discrepancies as per the delivery note or instructions given to you by the courier, third party or supplier and that you agree to ensure the safe keeping of any such deliveries.
29. We will not be held liable for any incomplete, short, lost, damaged, misplaced or stolen deliveries of any equipment, hardware or software made to any of your premises from any third party or supplier arranged by us.
30. You agree to ensure safe keeping of the equipment and all deliveries and that you have adequate insurance to cover the cost of replacing any such items as you will remain liable for full payment of any deliveries in these instances.

The law

31. These terms and conditions shall be covered and construed in accordance with English law. If either party instructs lawyers to enforce any rights arising out of or related to this contract the prevailing party shall be entitled to recover reasonable legal costs and other expenses.

Marketing

32. For the purposes of marketing, we may use information supplied by you for administrative and customer services and to supply you with information about other services available. If you do not wish to receive any information from us you need to notify us in writing.

Severability

33. It is hereby declared that the foregoing paragraphs, sub-paragraphs and clauses of this Agreement shall be read and construed independently of each other. Should any part of this Agreement or its paragraphs, sub-paragraphs or clauses be found invalid it shall not affect the remaining paragraphs, sub-paragraphs and clauses.

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