TERMS AND CONDITIONS OF SALE
These terms and conditions govern the sale of products ("Products") and the provision of services ("Services") by AVID HiFi Ltd (the ďSellerĒ). These terms and conditions ("Conditions") take precedence over Buyerís terms and conditions including any supplemental or conflicting terms and conditions to which notice of objection is hereby given. Acceptance by Buyer is limited to these terms and conditions. Neither Sellerís commencement of performance nor delivery shall be deemed or constituted as acceptance of Buyerís supplemental or conflicting terms and conditions. Buyerís acceptance of delivery of the Products and/or Services from Seller shall be deemed to constitute acceptance of these Conditions.
Please note, these Terms and Conditions do not apply to the sale of any AVID HiFi products by a third party ie a Dealer or Distributer or a third party second hand seller of AVID HiFi products. In these cases, the Terms and Conditions of Sale are with between the Buyer and the Third Party not AVID HiFi.
All orders placed by Buyer are subject to written acceptance by Seller. Orders may not be cancelled or rescheduled without Sellerís prior written consent. Buyer is responsible for the accuracy of its order and any Buyerís specification and for supplying any relevant information within sufficient time to enable Seller to perform the contract for delivery of Products/Services. Seller reserves the right to make changes to the specifications of any Product and/or Services supplied which are required to conform with any applicable safety, statutory or EC requirements or, where Product is to be supplied to Productís specification, which do not materially affect the quality or performance, or resulting from any change in manufacturerís product specification.
(a) The prices of the Products are those specified in Sellerís Order Confirmation or Proforma Invoice for the relevant Product. Pricing for undelivered Product may be increased in the event of any increase in Sellerís costs, change in market conditions or any other causes beyond Sellerís reasonable control. Quotations, unless otherwise stated, are valid on day of issue only; thereafter Seller may change them without notice.
(b) Unless otherwise agreed to in writing by Seller, all prices quoted are exclusive of transportation and insurance costs, duties, and all taxes including, but not limited to Value Added Tax. Buyer agrees to pay these taxes unless the Seller agrees in writing that the sale is exempted. Buyer agrees to indemnify and hold Seller harmless for any liability for tax in connection with the sale, as well as the collection or withholding thereof, including penalties and interest thereon. When applicable, transportation and taxes shall appear as separate items on Sellerís invoice.
(a) Sellerís standard terms of payment are full payment in advance. The exception is where AVID HiFi have agreed in writing alternative payment terms with the Buyer. Seller accepts payment by Bank transfer or PayPal only. All product prices and delivery charges are shown in UK pounds sterling. Payment is accepted in UK Sterling GBP only.
Once payment has been received the Seller will process your order and send your goods providing you with courier tracking details if appropriate. A tax invoice for your records will be sent once the order has been dispatched.
(b) If alternative payment terms have been agreed in writing other than full payment in advance, goods will be sent, and a tax invoice issued outlining payment terms. It is the Buyerís responsibility to made payment within the agreed timescales. All late payments shall be charged interest computed on a daily basis from the due date until paid in full. Seller is entitled to receive interest at the rate of one percent (1 %) per month or the maximum rate permitted by the Late Payment of Commercial Debts (Interest) Act 1998 as Seller may deem appropriate plus reimbursement for costs of debt collection (including reasonable legal fees of Seller and court costs) to collect full payment for Products/Services supplied. Goods will remain the property of the Seller until paid in full.
(c) Transportation charges from Sellerís facility to Buyerís facility shall be paid by Buyer to Seller, in addition to the purchase price of the Product, unless otherwise agreed to in writing by Seller. Seller will select the carrier in the absence of specific instructions by Buyer.
(d) Seller reserves the right to establish or change credit or payment terms when, in Sellerís sole opinion, Buyerís financial condition or payment record warrants it. If payment is late Seller shall not be obliged to continue performance and or to carry out any further work under the contract for delivery of the Products/Services or on any other contract with the Buyer; and if any of the Buyerís obligations to the Seller are not fulfilled or Buyer fails to pay for Products/Services supplied, Seller may, without prejudice to other remedies available, cancel, suspend or terminate the contract for the relevant Products/Services.
Unless otherwise agreed in writing by Seller all deliveries will be made EXW (Ex Works) Sellerís facility (as defined in Incoterms 2000). Delivery will be deemed complete and risk of loss or damage to the Products will pass to Buyer upon delivery to the carrier. Buyer acknowledges that delivery dates provided by Seller are estimates only and Seller shall not be liable for delays in delivery or for failure to perform due to events beyond the reasonable control of Seller nor shall the carrier be deemed an agent of Seller. In the event of delay caused by such event, the date of delivery shall be extended for a period equal to the time lost as a consequence of the delay in delivery without subjecting Seller to any liability or penalty. Time for delivery shall not be of the essence. Where the Products and/or Services are to be delivered in instalments each delivery shall constitute a separate contract and failure by Seller to deliver any one or more instalments under these Conditions or any claim by Buyer in respect of any instalment shall not entitle Buyer to refuse future deliveries. Title in the Product shall not pass to Buyer until such time as full payment for the Product has been received by Seller and until such time, Buyer shall hold the Product as Sellerís fiduciary agent or trustee and bailee and shall keep the Product separate to Buyerís goods and to those of third parties and properly stored, protected, insured and identified as Sellerís property, but shall be entitled to resell or use the Product in the ordinary course of Sellerís business. Until title in the Product passes to Buyer, Seller can require Buyer to return the Products and, if Buyer fails to do so, immediately on request, Seller may enter Buyerís premises to repossess them. Buyer shall indemnify Seller against liability for damage caused in repossessing Products. Buyer shall not pledge or in any way charge by way of security for any indebtedness any of the Products which remain Sellerís property, but if Buyer does so, all moneys owing by Buyer to Seller shall forthwith become due and payable. Buyer agrees, from time to time, to take any act and execute and deliver any document (including, without limitation, financing statements) reasonably requested by Seller to transfer, create, perfect, preserve, protect and enforce the provisions of this Clause 4.
Shipments will be deemed to have been accepted by Buyer upon receipt of Products at the agreed point of delivery. Buyer shall perform whatever inspection or tests Buyer deems necessary as promptly as possible but in any event within seven days of delivery. Any discrepancy in shipment quantity must be reported to the Seller within seven (7) days of receipt of the Products. In the event of an over-shipment, Buyer shall have the option to return the Products to Seller at Sellerís expense or alternatively, Buyer may elect to retain the excess Product (subject to adjustment of the invoice price to account for excess items.) Any Product returns shall be subject to compliance with Sellerís Return Merchandise Authorization (RMA) policies and procedures as well as applicable restocking charges. Buyer may obtain details of these from Seller on request. Returned Products must be in the original packaging and conform with minimum package quantity (MPQ) requirements of the Seller.
Full payment including transport for goods purchased from AVID HiFi direct though an email, telephone of postal request must be received before your order can be accepted and the contract formed. The contract is then between you and AVID HiFi.
Once payment has been received AVID HiFi will process your order and send your goods providing you with courier tracking details if appropriate. A tax invoice for your records will be sent once the order has been dispatched. AVID HiFiís acceptance of your order brings into existence a legally binding contract between us on these terms. Any term sought to be imposed by you in your order will not form part of the contract.
6. Warranty and Limitation of Liability
Sellerís products are warranted against defects in materials and workmanship for a period of two years from the original date of purchase, extending to five years subject to the product owner having submitted the Product Registration form and the following conditions being observed.
Warranty terms are available on our Website www.avidhifi.com and are reproduced here:-
- The product must have been purchased through an authorized AVID HiFi dealer
- This warranty is in favour of the original purchaser only, except where...
- Warranties are transferable to subsequent owners provided the new owner completes the product registration form. Warranty obligation is passed from dealer to manufacturer.
- During the warranty period, AVID will repair, or replace any defects in material or workmanship, without charge for parts or labour.
- Should product need to be returned a written description of the defect and a photocopy of the original purchase receipt must accompany it. Receipts must show the model, serial number, date of purchase, name and address of purchaser and authorized dealer and the price paid.
- Returned product must be packed in the original packing and returned to AVID HiFi or original dealer by the customer at his/her expense. AVID HiFi will pay return freight of its choice.
- The warranty is void if the product has been used or handled other than in accordance with the instruction manual supplied, abused or misused, damage by accident or neglect or in being transported, or the defect is due to the product being repaired or tampered with by anyone other than AVID HiFi or a dealer with prior authorization.
- The warranty is void if the product serial number has been removed, altered or made illegible.
- The warranty is void if the product has been taken out of the country of purchase.
- Specific parts excluded from this warranty include: sapphire thrust bearing, drive belts and O-rings.
- These items have no warranty, however replacements may be issued by AVID HiFi at our discretion.
- AVID HiFi shall not be held liable for incidental or consequential damages of any kind arising from the sale or use of its products.
- The warranty applies to ex-demonstration product, using the date of manufacture as purchase date.
- Where the product is sold under a consumer transaction (as defined by the Sale of Goods Act 1979) the statutory rights of the purchaser are not affected by this warranty.
- Products are sold on the basis of specifications applicable at the time of sale. AVID HiFi shall have no obligation to modify or to update products once sold.
- AVID HiFi has formal distribution in many countries throughout the world. In each country the AVID HiFi importer has contractually accepted the responsibility for the product warranty. Warranty should normally be obtained from the importing agent or distributor from whom you obtained your product. In the unlikely event of service required beyond the capability of the importer, AVID HiFi will, of course, back up the warranty.
- Where product has been either supplied directly or there is no current distributor, AVID HiFi accepts responsibility for the warranty period.
- Returned product must be packed in the original packing and returned to AVID HiFi by the customer at his/her expense. AVID HiFi will pay return freight of its choice.
- The warranty is only valid in the country of purchase.
- Products outside their original destination requires that units with remaining warranty be returned to the country of purchase for the warranty to be valid. Customer is responsible for freight both ways and all associated import and export charges.
- Foreign distributors are not required to provide warranty service, repair or change AC mains voltage on units that they did not originally import and sell.
- Foreign distributors may at their discretion offer service for a fee.
7. Export Control/Use of Products
Buyer certifies that it will be the recipient of Products to be delivered by Seller. Buyer agrees that the Products are subject to the export and/or import control laws and regulations of various countries. Buyer shall be responsible for complying with any legislation or regulations governing the importation of the Products and/or Services into the country of destination and for the payment of any duties thereon. Buyer further agrees to comply strictly with all UK and other Countriesí export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required. In the ordinary course of the Sellerís business, the Seller distributes some Products which it purchases from the manufacturer thereof and Seller makes no alterations whatsoever before sale to the Buyer. If appropriate, the Seller maintains the integrity of and sells the Products in the manufacturerís packaging. Buyer agrees that in all cases, the Buyer has knowledge of the origin of the Products and all Buyers orders are placed in that knowledge and at the specific request of the Buyer. In selecting and ordering the Products, Buyer agrees that it is using its own skill and judgement.
8. Technical Assistance or Advice
Any technical assistance or advice offered by Seller regarding use of any Product or Service or provided in connection with Buyerís purchases is given free of charge and as an accommodation to Buyer. Seller shall not be held liable for the content or Buyerís use of such technical assistance or advice nor shall any statement made by any of Sellerís representatives in connection with the Products or Services constitute a representation or warranty, express or implied. Sellerís employees or agents are not authorized to make any representations regarding any Products or Services unless confirmed by Seller in writing and signed by a Director of Seller. Buyer acknowledges that it does not rely on any such representations that are not so confirmed. Any typographical or other error or omission in any sales literature, pricing, invoice or quote is subject to correction without any liability on the Sellerís part.
9. Choice of Law
This Agreement shall be governed by English law. The parties agree to submit to the exclusive jurisdiction of the English courts save that the Seller may commence proceedings in the courts of the Buyerís domicile.
10. Force Majeure
Seller shall not be liable for its inability to secure sufficient quantities of any Products or failure to perform or to deliver Products or Services due to causes beyond Sellerís reasonable control including, but not limited to, Acts of God, natural or artificial disaster, riot, war, strike, delay by carrier, or shortage of Product, which shall be considered as circumstances of force majeure excusing Seller from performance and barring remedies for non-performance. If force majeure circumstances occur, the Sellerís time for performance shall be extended for a period equal to the time lost as a consequence of the force majeure circumstances without subjecting Seller to any liability or penalty. Seller may, at its option, suspend performance, cancel, terminate or vary the terms of the contract for the relevant Products/Services, without any liability or penalty, by giving notice to Buyer.
No course of dealing or failure of either party to strictly enforce any Condition or term, right or condition of the partiesí contract shall be construed as a waiver of that term, right or condition nor shall Sellerís acceptance of a purchase order be deemed as an acceptance of any terms and conditions therein.
12. Confidentiality & Software licence
Buyer should not contact any of Sellerís clients or suppliers relating to Products or Services bought from Seller, unless otherwise agreed and must keep confidential and not disclose to any third party, the terms of the partiesí contract. Nothing herein shall be construed to grant any rights or licence to use any software (if applicable) or other intellectual property in or relating to the Products in any manner or for any purpose not expressly stated in a licence agreement signed by the Seller.
13. Entire Agreement
These Conditions and the price, quantity and Product details in the Sellerís invoice for the relevant Products/Services shall constitute the entire agreement between the parties with respect to the supply of such Products or Services; and may not be rescinded or terminated by Buyer unless provided herein. The provisions of the entire agreement supersede all prior oral and written quotations, agreements, and understandings of the parties with respect to the subject matter thereof. Seller may amend to these Conditions by giving notice in writing to the Buyer. If any provision of these Conditions is held to be invalid or unenforceable by any court having competent jurisdiction, this shall be treated as severable, and it shall not affect the validity and enforceability of the remaining Conditions, which shall remain in full force and effect. The Buyer shall not assign or transfer any of Buyerís rights or obligations under the contract between Buyer and Seller unless otherwise agreed by Seller in writing.