Sharman Multicom Limited
Terms and Conditions of Sale
Version 2.00 (27. February 2012)
The terms and conditions of sale set out on this page
are the terms and conditions upon which we supply any of the products ("Products") listed on our website www.sharman-multicom.co.uk
("our site") to you and supersede any
previous terms and conditions. Please read these terms and conditions
carefully and make sure that you understand them, before ordering any Products
from us. You should understand that by ordering any of our Products, you agree
to be bound by these terms and conditions.
You should print a copy of these terms and conditions
for future reference.
Please click on the button marked "I Accept"
at the end of these terms and conditions if you accept them. Please understand
that if you refuse to accept these terms and conditions, you will not be able
to order any Products from us.
1.1
We operate the website www.sharman-multicom.co.uk.
We are Sharman Multicom Limited, a company registered in England and Wales under company number 03812091 and with our registered office and trading address at
7 Brightgate Way, Cobra Court Estate, Barton Dock Road, Stretford, Manchester M32 0TB. Our VAT number is GB741255157.
2.1
All specifications, descriptions and pictures of
Products are used only for illustrative purposes and to provide a general
depiction. We have a policy of continuous product development in order to give
customers access to the broadest range of products that we can and, as such,
detailed specifications may vary to a non-material extent to those set out on
our site.
3.
How the contract is
formed between you and us
3.1
Orders are only accepted from Customers who have
been approved to open an account with us. To apply for an account with us
please complete the registration page here [http:/www.sharman-multicom.co.uk/index.php?dir=register]
or call us on the number below.
3.2
Orders may be placed with us by any of the
following means:
3.2.1
through the site,
3.2.2
by emailing us at orders@sharman-multicom.co.uk
3.2.3
by telephone on 0161 866 2490, or
3.2.4
by fax to 0161 865 3153.
Orders will not be accepted by any other means.
3.3
After placing an order with us through our site,
you will receive an e-mail from us acknowledging that we have received your
order. Please note that this does not mean that your order has been accepted.
Your order constitutes an offer to us to buy a Product but the contract between
us (“Contract”) is not formed until we have confirmed our stock levels
and pricing of the Products contained in your order. Such emails shall not be
sent if you place an order by any other means.
3.4
Regardless of the method by which you place an
order with us, your order is only accepted by us when we dispatch the Product
or Products you ordered and the Contract shall be formed at this time.
3.5
The Contract will relate only to those Products that
have been dispatched. We will not be obliged to supply any other Products
which may have been part of your order unless and until such Products have been
dispatched. We reserve the right to decline any orders for Products which are
out of stock.
3.6
To assist with processing your order and
dispatching Products promptly please ensure that you use the correct product
codes and descriptions as set out on our site and our price list. Failure to
do so may result in the incorrect product being sent to you and we shall not be
liable to you in such circumstances.
4.1
The price of the Products will be as quoted on
our site and our price list from time to time, except in cases of obvious error
and subject to any changes which we might make as a result of currency
fluctuations in the market(s) from which we source products. We shall notify
you of any such changes before accepting an order from you.
4.2
Our delivery charges are set out in clause 5.2.
4.3
Product prices exclude VAT which will be charged
to you at the rate subsisting at the date of invoice.
4.4
If you are ordering Products to be delivered to
an address outside of the EU you may be subject to import duties and taxes
together with additional charges for customs clearance. These charges are your
responsibility and you should contact your local customs office for further
information. In addition, you agree that you are the importer of record and as
such you must comply with all local laws and regulations. All deliveries are
subject to opening and inspection of customs authorities.
4.5
Product prices and delivery charges are liable
to change at any time, but changes will not affect orders in respect of which
we have already sent you a Dispatch Confirmation.
4.6
Our site contains a large number of Products and
it is always possible that, despite our best efforts, some of the Products
listed on our site may be incorrectly priced. We will normally verify prices
as part of our dispatch procedures so that, where a Product's correct price is
less than our stated price, we will charge the lower amount when dispatching
the Product to you. If a Product’s correct price is higher than the price
stated on our site, we will normally, at our discretion, either contact you for
instructions before dispatching the Product, or reject your order and notify
you that we are rejecting it.
4.7
If the pricing error is obvious and
unmistakeable and could have reasonably recognised by you as an error, we do
not have to provide the Products to you at the incorrect (lower) price.
4.8
Payment for all Products must be by credit or
debit card (we accept payment by VISA and Mastercard only), Paypal or Bank
Transfer. Payments made by credit card will be subject to a surcharge of 3% of
the value of the order to reflect the card issuers charge to us. We will not
charge your credit or debit card until we dispatch your order. We may allow
orders to be paid for by cheque but this shall be at our sole discretion only.
4.9
Payments must be made at the following times:
4.9.1
NEW CUSTOMERS –
payment must be made immediately, your order will not be accepted until payment
is made in full.
4.9.2
CREDIT APPROVED CUSTOMERS – subject to our receiving two satisfactory trade references we
may, at our sole discretion, allow a customer to open a credit account on the
terms set out in clause 4.10.
4.10
The credit terms referred to in clause 4.9.2
are:
4.10.1
all invoices are to be paid within 30 days,
4.10.2
no orders will be accepted while any invoices
are overdue,
4.10.3
any customer whose credit account regularly goes
overdue will, at our sole discretion, have such credit account suspended, and
4.10.4
interest shall accrue on overdue amounts at a
rate of 8% above the Bank of England base rate from time to time.
5.
Availability and
delivery
5.1
Once accepted your order will be fulfilled
within a reasonable time of the acceptance of your order unless there are
exceptional circumstances.
5.2
Our delivery terms and charges from time to time
are set out in our delivery term sheet which can be found here [http://www.sharman-multicom.co.uk/index.php?dir=terms/delivery].
By entering into a Contract with us you confirm that you have read and agree to
the terms and charges set out in our delivery term sheet.
5.3
Any claims for non-delivery, shortages, or in
transit breakages must be made to us in writing within two days of delivery or,
in the case of a claim for a non-delivery, 2 days from the delivery date
specified in the dispatch confirmation. Subject to us being satisfied,
following investigation, that such claim is a genuine claim and has been
brought within the requisite time, we shall (at our sole discretion) either replace
at our cost any Products affected by such non-delivery, shortage, or in transit
breakage or credit your account in an amount equal to the purchase price for
the Products affected.
6.1
The Products shall be your responsibility and at
your risk on completion of delivery.
6.2
Ownership of the Products shall not pass to you
until we have received payment in full (in cash or cleared funds) for:
6.2.1
the Products; and
6.2.2
any other products that we have supplied to you
in respect of which payment has become due.
6.3
Until ownership of the Products has passed to
you, you shall:
6.3.1
hold the Products on a fiduciary basis as our
bailee;
6.3.2
store the Products separately from all other
products held by you so that they remain readily identifiable as our property;
6.3.3
not remove, deface or obscure any identifying
mark or packaging on or relating to the Products;
6.3.4
maintain the Products in satisfactory condition
and keep them insured against all risks for their full price from the date of
delivery;
6.3.5
notify us immediately if you become unable to
pay your debts as they fall due; and
6.3.6
give us such information relating to the
Products as we may require from time to time
but you may resell or use the Products in the ordinary
course of your business.
6.4
If before ownership of the Products passes to
you, you become unable to pay your debts as they fall due, or we reasonably
believe that you are unable to pay your debts as they fall due then, provided
that the Products have not been resold, or irrevocably incorporated into
another product, and without limiting any other right or remedy we may have, we
may at any time require you to deliver up the Products and, if you fail to do
so promptly, enter any of your premises or of any third party where the
Products are stored in order to recover them.
7.1
We warrant to you that any new Product purchased
from us will, on delivery and for the following 12 months, conform in all
material respects with its description, be of satisfactory quality, and be
reasonably fit for all the purposes for which products of that kind are
commonly supplied.
7.2
The warranty set out clause 7.1 shall only apply
to new Products and shall not apply to used or refurbished Products.
7.3
Except as set out in these terms and conditions,
all warranties, conditions, and other terms implied by statute or common law
are, to the fullest extent permitted by law, hereby excluded.
8.
RETURNS
8.1
If, subject to clause 8.2:
8.1.1
you give us reasonable notice in writing during
the warranty period referred to in clause 7.1 and within a reasonable time of
discovery that some or all of the Products do not comply with the warranty set
out in clause 7.1;
8.1.2
we are given a reasonable opportunity of
examining the Products; and
8.1.3
you return the Products and a copy of the
relevant invoice to our trading address at your cost stating clearly the fault
or issue complained of,
we shall, at our option, either repair or
replace the defective Products, give you a credit equal to the purchase price
of the Products, or refund the purchase price of the Products in full.
8.2
If any Products returned to us pursuant to
clause 8.1 are returned with any packaging or accessories missing then we shall
reserve the right to reject such return.
8.3
If any Products are returned to us pursuant to
clause 8.1 and upon inspection we can establish, or have reasonable cause to
believe, that the fault complained of arose as a result of misuse, modification,
tampering, failure to follow instructions or excessive wear and tear then we
shall reserve the right to reject such return.
8.4
Any returns rejected pursuant to clause 8.2 or
clause 8.3 shall be returned to you at your cost, such cost to be debited
against your account with us and levied against your next order.
9.1
Subject to clause 9.3, if we fail to comply with
these terms and conditions, we shall only be liable to you for the purchase
price of the Products.
9.2.1
loss of income or revenue;
9.2.2
loss of business;
9.2.3
loss of profits;
9.2.4
loss of anticipated savings;
9.2.5
loss of data; or
9.2.6
waste of management or office time.
However, this clause 9.2 will not prevent claims for
loss of or damage to your physical property that are foreseeable or any other
claims for direct loss that are not excluded by categories (a) to (f) inclusive
of this clause 9.2.
9.3.1
death or personal injury caused by our
negligence;
9.3.2
fraud or fraudulent misrepresentation;
9.3.3
any breach of the obligations implied by section
12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and
Services Act 1982; or
9.3.4
any other matter for which it would be illegal
for us to exclude or attempt to exclude our liability.
10.1
We will not be liable or responsible for any
failure to perform, or delay in performance of, any of our obligations under a
Contract that is caused by events outside our reasonable control ("Force Majeure Event").
10.2
A Force Majeure Event includes any act, event,
non-happening, omission or accident beyond our reasonable control and includes
in particular (without limitation) the following:
10.2.1
strikes, lock-outs or other industrial action;
10.2.2
civil commotion, riot, invasion, terrorist
attack or threat of terrorist attack, war (whether declared or not) or threat
or preparation for war;
10.2.3
fire, explosion, storm, flood, earthquake,
subsidence, epidemic or other natural disaster;
10.2.4
impossibility of the use of railways, shipping,
aircraft, motor transport or other means of public or private transport;
10.2.5
impossibility of the use of public or private
telecommunications networks;
10.2.6
the acts, decrees, legislation, regulations or
restrictions of any government; and
10.2.7
pandemic or epidemic.
10.3
Our performance under any Contract is deemed to
be suspended for the period that the Force Majeure Event continues, and we will
have an extension of time for performance for the duration of that period. We
will use our reasonable endeavours to bring the Force Majeure Event to a close
or to find a solution by which our obligations under the Contract may be
performed despite the Force Majeure Event.
11.
cookies
11.1
Our site uses temporary cookies for login
authentication purposes once you have registered an account with us. A cookie
is a small file of letters and numbers that we put on your computer if you
agree. These cookies are required in order to allow you to register with us
and place orders through our site and these are automatically deleted once you
leave our site. By registering an account with us and placing an order through
our site you agree to the use of such cookies in order to enable you to use and
enjoy our site.
12.
MISCELLANEOUS
12.1
If any court or competent authority decides that
any of the provisions of these terms and Conditions or any provisions of a
Contract are invalid, unlawful or unenforceable to any extent, the term will,
to that extent only, be severed from the remaining terms, which will continue
to be valid to the fullest extent permitted by law.
12.2
These terms and conditions and any document
expressly referred to in them constitute the whole agreement between us and
supersede all previous discussions, correspondence, negotiations, previous
arrangement, understanding or agreement between us relating to the subject
matter of any Contract.
12.3
We each acknowledge that, in entering into a
Contract, neither of us relies on, or will have any remedies in respect of, any
representation or warranty (whether made innocently or negligently) that is not
set out in these terms and conditions, our site, or our price list.
12.4
Each of us agrees that our only liability in
respect of those representations and warranties that are set out in this
agreement (whether made innocently or negligently) will be for breach of
contract.
12.5
Nothing in this clause limits or excludes any
liability for fraud.
12.6
We have the right to revise and amend these
terms and conditions from time to time to reflect changes in market conditions
affecting our business, changes in technology, changes in payment methods,
changes in relevant laws and regulatory requirements and changes in our
system's capabilities.
12.7
You will be subject to the terms and conditions
in force at the time that you order products from us, unless any change to
these terms and conditions is required to be made by law or governmental
authority (in which case it will apply to orders previously placed by you), or
if we notify you of the change to those policies or these terms and conditions
before we send you the Dispatch Confirmation (in which case we have the right to
assume that you have accepted the change to the terms and conditions, unless
you notify us to the contrary within seven working days of receipt by you
of the Products).
12.8
Contracts for the purchase of Products from us
and any dispute or claim arising out of or in connection with them or their
subject matter or formation (including non-contractual disputes or claims) will
be governed by English law. Any dispute or claim arising out of or in
connection with such Contracts or their formation (including non-contractual
disputes or claims) will be subject to the non-exclusive jurisdiction of the
courts of England and Wales.
12.9
All material on our site and price list is
subject to copyright. You do not have permission to reproduce any material
without the express written consent of Sharman Multicom Limited.
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