Your cart is empty
Last updated: 6th July 2023
| 1. | DEFINITIONS |
| 1.1 | In these Conditions, unless the context permits otherwise:-
“Conditions” the standard terms of sale set out in this document and (unless the context otherwise requires) including any applicable special terms agreed in writing between the Buyer and an authorised officer of the Seller; “Consumer/you” has the meaning given to it under Regulation 4 of the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013/3134; “Contract” the contract for the sale and purchase of the Goods; “Goods” the goods (including any instalment of the goods or any parts for them) including any software, any operating system and any related services which the Seller is to supply in accordance with these Conditions; “Order” means online, verbal or written order placed by the Buyer requesting the Goods; “Quotation” means the document, correspondence or online product profile provided by the Seller to the Buyer setting out the Goods to be provided. “Seller” means the entity specified in the Quotation and/or the online Order for Goods offered for sale at the Website which is operated by:
Registered in England no. 14868348 Registered office address: 186 St Albans Road, Watford, Herts WD24 4AS. United Kingdom Email address: info@tillsystems.com. |
| 1.2 | A reference in these Conditions to a provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time. |
| 1.3 | The headings in these Conditions are for convenience only and shall not affect their interpretation. |
| 2. | BASIS OF THE CONTRACT |
| 2.1 | The Seller shall sell and the Buyer shall purchase the Goods in accordance with the Seller’s Website offer, Quotation (if accepted by the Buyer), or the Buyer’s Order (if accepted by the Seller), subject in either case to these Conditions, which shall govern the Contract to the exclusion of any other terms subject to which any such Quotation is accepted or purported to be accepted, or any such Order is made or purported to be made, by the Buyer. |
| 2.2 | No variation to these Conditions shall be binding unless agreed in writing between the authorised representatives of the Buyer and the Seller. |
| 2.3 | The Seller’s employees or agents are not authorised to make any representations concerning the Goods unless confirmed by the Seller in writing. In entering into the Contract the Buyer acknowledges that it does not rely on any such representations which are not so confirmed, but nothing in these Conditions affects the liability of either party for fraudulent misrepresentation. |
| 2.4 | Any advice or recommendation given by the Seller or its employees or agents to the Buyer or its employees or agents as to the storage, application or use of the Goods which is not confirmed in writing by the Seller is followed or acted on entirely at the Buyer’s own risk, and accordingly the Seller shall not be liable for any such advice or recommendation which is not so confirmed. |
| 2.5 | Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Seller shall be subject to correction without any liability on the part of the Seller. |
| 3. | ORDERS AND SPECIFICATION |
| 3.1 | No Order submitted by the Buyer shall be deemed to be accepted by the Seller unless and until confirmed in writing by the Seller. |
| 3.2 | The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order (including any applicable specification) submitted by the Buyer, and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform the Contract in accordance with its terms. |
| 3.3 | The quantity, quality and description of the Goods and any specification for them shall be as set out on the Seller's Website, in the Seller’s Quotation (if accepted by the Buyer) or the Buyer’s Order (if accepted by the Seller). |
| 3.4 | The Seller reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable statutory or E.U. requirements or,
where the Goods are to be supplied to the Seller’s specification, which does not materially affect their quality or performance.
Subject to clause 11, no order which has been accepted by the Seller may be cancelled by the Buyer except with the agreement in writing of the Seller and on terms that the Buyer shall indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by the Seller as a result of cancellation. |
| 4. | PRICE |
| 4.1 | The price of the Goods shall be the Seller’s quoted price or, where no price has been quoted (or a quoted price is no longer valid), the price listed in the Seller’s published price list current at the date of acceptance of the Order. Unless otherwise stated by the Seller in writing, all prices quoted are valid for 7 days only or until earlier acceptance by the Buyer, after which time they may be altered by the Seller without giving notice to the Buyer. |
| 4.2 | The Seller reserves the right to increase the price of the Goods to reflect any increase in the cost to the Seller which is due to any factor beyond the control of the Seller (such as, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Goods which is requested by the Buyer, or any delay caused by any instructions of the Buyer or failure of the Buyer to give the Seller adequate information or instructions. |
| 4.3 | Except as otherwise stated in the Seller’s Quotation or in any price list of the Seller, and unless otherwise agreed in writing between the Buyer and the Seller, all prices are given by the Seller on an ex-works basis, and where the Seller agrees to deliver the Goods otherwise than at the Seller’s premises, the Buyer shall be liable to pay the Seller’s charges for transport, packaging and insurance. |
| 4.4 | The price is exclusive of any applicable value-added tax, which the Buyer shall be additionally liable to pay to the Seller. |
| 5. | PAYMENT |
| 5.1 | Goods must be paid for in full at the time of order unless agreed otherwise in writing between the Buyer and the Seller. The time of payment of the price shall be of the essence of the Contract. |
| 5.2 | Where sums for any further goods or service are payable, then if the Buyer fails to make any payment on the due date then, without limiting any other right or remedy available to the Seller, the Seller may:
|
| 5.3 | Where the Seller's bank, payment services provider or local authority requires documents to verify the source of funds related to payment made by the Buyer, and/or proof of ownership of the card or bank account used for payment, and/or proof of identity of the Buyer, and/or proof of address of the Buyer, the Buyer agrees to co-operate by promptly providing requisite valid documents as necessary. |
| 6. | DELIVERY |
| 6.1 | Delivery of the Goods shall be made either by the Seller effecting delivery to the Buyer's agreed delivery address or by the Buyer collecting the Goods at the Seller’s premises at any time after the Seller has notified the Buyer that the Goods are ready for collection or if some other place for delivery is agreed by the Seller when the Goods are delivered to that place. For Goods sent outside the United Kingdom, delivery will be deemed made upon their arrival at the destination port. |
| 6.2 | Any dates quoted for delivery of the Goods are approximate only and the Seller shall not be liable for any delay in delivery of the Goods however caused. Time for delivery shall not be of the essence of the Contract unless previously agreed by the Seller in writing. |
| 6.3 | Where the Goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Seller to deliver any one or more of the instalments in accordance with these Conditions or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as a whole as repudiated. |
| 6.4 | If the Buyer fails to take delivery of the Goods or fails to give the Seller adequate delivery instructions at the time stated for delivery (otherwise than by reason of any cause beyond the Buyer’s reasonable control or by reason of the Seller’s fault) then, without limiting any other right or remedy available to the Seller, the Seller may store the Goods until actual delivery and charge the Buyer for the reasonable additional costs (including insurance) of storage and redelivery of the Goods. |
| 6.5 | For goods delivered outside the UK;
|
| 7. | RISK & TITLE |
| 7.1 | Risk of damage to or loss of the Goods shall pass to the Buyer:
|
| 7.2 | Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the title in the Goods shall not pass to the Buyer until the Seller has received payment in full and in cleared funds of the price of the Goods and all other goods agreed to be sold by the Seller to the Buyer for which payment is then due, subject to 7.3. |
| 7.3 | Until such time as the title in the Goods passes to the Buyer, the Buyer shall hold the Goods as the Seller’s fiduciary agent and bailee, and shall keep the Goods separate from those of the Buyer and third parties and properly stored, protected and insured and identified as the Seller’s property. |
| 7.4 | Until such time as the title in the Goods passes to the Buyer, the Seller may at any time require the Buyer to deliver up the Goods to the Seller and, if the Buyer fails to do so forthwith, enter on any premises of the Buyer or any third party where the Goods are stored and repossess the Goods. |
| 7.5 | The Buyer shall not be entitled to pledge, create a lien over or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Seller, but if the Buyer does so all moneys owing by the Buyer to the Seller shall (without limiting any other right or remedy of the Seller) forthwith become due and payable. |
| 8. | WARRANTIES & LIABILITY |
| 8.1 | The Seller shall endeavour to transfer to the Buyer the benefit of any manufacturer’s warranty or guarantee. |
| 8.2 | The Seller does not warrant the Goods or that the Goods will satisfy the Buyer's requirements. In regard to all products (including software, hardware and accessories) the Seller does not warrant that the product will provide the features required by the Buyer, or that any features will operate in the manner desired by the Buyer, or in accordance with any third-party requirements placed on the Buyer, or in compatibility with any other third-party product or service that the Buyer wishes to use. The Buyer must satisfy himself of suitability of the Goods in all regards prior to purchase. |
| 8.3 | All warranties for the Goods (if any) are made by the third-party manufacturer of the Goods and are subject to their terms and conditions. |
| 8.4 | Subject as expressly provided in these Conditions, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. |
| 8.5 | Certain statutory provisions may imply warranties, terms or conditions which cannot be excluded, restricted or modified. If those statutory provisions apply, to the extent permitted, the Seller’s liability for breach of the Contract will be limited to one of the following as solely determined by the Seller:
|
| 9. | TECHNICAL ASSISTANCE |
| 9.1 | The Seller will provide technical assistance during its normal office opening hours by telephone and email to the Buyer where requested for the set up and operation of the purchased goods. This will be for a maximum period of 3 years for SamTouch software with Sam4s brand equipment and for a maximum period of 12 months for other brand of equipment and software, starting from the date of delivery, unless specified otherwise in writing at the time of order, and subject to clauses 9.2 - 9.11 below. Such assistance is restricted to answering queries on specific technical issues and does not extend to the provision of any substantial training services or programming services (which must be purchased separately). Where the Buyer takes out a paid annual subscription for a cloud-based back office module then the cost of that subscription will include ongoing support for the related POS system and software, but that does not extend the standard hardware warranty period. |
| 9.2 | Requests for technical assistance will be handled by the Seller within the scope of a queuing system. There is no guaranteed response time or fix time for the Seller to respond to requests for technical assistance from the Buyer other than to do as soon as reasonably practicable and subject to availability of technical staff and receipt of any information, media, spare parts or other material required from the manufacturer. |
| 9.3 | The technical assistance service is provided on a fair use basis. The Seller reserves the right to require payment of fees from the Buyer where the requests are excessive or frequent in nature, and would be more appropriately served by the Buyer purchasing installation, training and/or programming services or subscribing to a paid support contract. |
| 9.4 | Where remote access is required by the Seller to the Buyer's system to assist in delivery of a service or provision of technical assistance, the Buyer is responsible for ensuring a working internet connection, provision of the necessary access information to the Seller, and facilitating unfettered access to equipment or systems. |
| 9.5 | Where a visit to the Buyer's premises is requested by the Buyer or deemed necessary to assist in investigation or resolution of a technical query, the Buyer will be required to pay the Sellers standard fees for such services, including travel expenses. Where any idle time incurred by the Seller's representative - including but not limited to lack of access to the premises, unfettered access to equipment, supply of electricity, availability of login names or passwords, working network cables or network equipment, unavailability of the Buyer's representative - that time will still be chargeable. All charges related to a visit to the Buyer's premises are payable in advance or on the day of the visit. |
| 9.6 | Where the Buyer requests technical assistance outside the normal office hours of the Seller, and the Seller at its discretion agrees to offer such assistance, that service will be payable at the Seller's standard hourly fee rate for Out of Hours Services and be payable on the day. |
| 9.7 | Where the Seller recommended to the Buyer to purchase installation, training and/or programming services at the outset or had the option to add those services to its Order on the Seller's Website and the Buyer declined that service option, then in that case technical assistance will not be provided without the Buyer purchasing the recommended services and paying the Seller's standard fees for those services. |
| 9.8 | The Seller may refuse to provide technical assistance to the Buyer where the Buyer or the Buyer's representative is abusive, threatening or aggressive towards the Seller's business or staff; where the Buyer's representative is unable to communicate effectively in the English language; or where the Buyer's representative is not situated directly in front of the equipment or system which is the subject of the technical query. |
| 9.9 | The Buyer is responsible for checking compatibility with any 3rd party product the Buyer intends to use prior to purchasing goods from the Seller. The Seller will not provide technical assistance on 3rd party products, or linking the Seller's supplied products to other 3rd party products that the Buyer has obtained from elsewhere including software, operating systems, cables, accessories and adapters except where the Buyer has separately and specifically purchased such technical support service from the Seller for those specific 3rd party products. |
| 9.10 | Where a product manufacturer's warranty extends beyond 12 months then the Buyer will continue to provide technical assistance to the Seller up to to end of the duration of the warranty for the purpose of diagnosing any reported fault to determine if it is covered by the warranty and then to facilitate the manufacturer's warranty process. |
| 9.11 | Where a product has been supplied by us with a training requirement, support will only be provided after completion of the training session. Thereafter all support queries from your organisation should be directed via the person(s) in your organisation who underwent training. Where the trained persons(s) is/are not available and another person in your organisation has a query on features which were already covered in previous training or has additional support requirements, then you will need to purchase repeat training or ad-hoc technical support at our standard fees. Where a system or package is supplied inclusive of traning, then the training session must be booked within 90 days of delivery otherwise will become chargeable thereafter.
|
| 10. | LIABILITY |
| 10.1 | Except in the case of liability for death or personal injury caused by the Seller’s negligence, liability for defective products under the Consumer Protection Act 1987 or liability under s.12 of the Sale of Goods Act 1979, the Seller shall not be liable to the Buyer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for loss of profit or for any indirect, special or consequential loss or damage, costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of the Seller, its employees or agents or otherwise) which arise out of or in connection with the supply of the Goods (including any delay in supplying or any failure to supply the Goods in accordance with the Contract or at all) or their use or resale by the Buyer, and the entire liability of the Seller under or in connection with the Contract shall not exceed the price of the Goods, except as expressly provided in these Conditions. |
| 10.2 | The Seller shall not be liable to the Buyer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Seller’s obligations in relation to the Goods if the delay or failure was due to any cause beyond the Seller’s reasonable control. Without limiting the foregoing, the following shall be regarded as causes beyond the Seller’s reasonable control:
|
| 10.3 | The Seller shall not be liable in any circumstances for any loss of data. The Buyer is solely responsible for taking a proper back up of its data at regular intervals onto external media or alternative storage, checking the integrity of those back ups, maintaining a lot of the back ups, and for obtaining any necessary instructions and training to perform a data back up. |
| 11. | SPECIAL TERMS WHICH APPLY TO CONSUMERS |
| 11.1 | This clause applies if the Buyer is a Consumer, (meaning in law that the Buyer is an individual acting for purposes which are wholly or mainly outside that individual’s trade, business, craft or profession) who has purchased goods for personal use solely in their own name, and not for re-sale or use within a commercial business or within an organisation. |
| 11.2 | In certain cases you have a right to cancel the contract under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. |
| 11.3 | You do not have the right to cancel the contract if the order is for the supply of certain Goods, including Goods that are made to your specifications, ordered specifically for you, or are clearly personalised or Goods that are liable to deteriorate or expire rapidly. |
| 11.4 | The Seller will inform you prior to the contract coming into force whether or not you have a right of cancellation in respect of the goods you have ordered. |
| 11.5 | Where you have the right to cancel the contract, you must do so within 14 days after the date of delivery in accordance with clause |
| 11.6 | Notice of cancellation should be given to the Seller by post or email, at the address or email address shown on the Order or the Quotation or by phone to the Seller’s telephone number shown on the Seller’s website available at (www.tillsystems.com,), giving details of the Goods ordered. |
| 11.7 | If you exercise your right of cancellation after the Goods have been delivered, you will have to bear the cost of returning the goods to the Seller. The goods must be returned to the address specified by the Seller. You must take reasonable care to ensure the goods are not damaged in the meantime or in transit. |
| 11.8 | If you do not return the goods as required, the Seller may charge you a sum not exceeding the direct costs of recovering the goods. |
| 12. | RETURNS & EXCHANGES |
| 12.1 | Goods are not sold on a trial basis. Except as provided for at clause 11 for Consumers, goods may not be returned for refund or exchange. |
| 12.2 | Where the Seller has made an error in the delivered goods and this is notified by the Buyer within 2 working days of delivery, and this is not due to the the ordered item(s) being superseded by the manufacturer with a replacement item of similar specification, the Seller will replace the incorrectly delivered goods. |
| 12.3 | Where delivered goods are deemed faulty and the Seller has acknowledged and confirmed the same following its remote diagnosis process which the Buyer will co-operate with, and the goods are being used within their stated capacity and used only for the purposes intended by the manufacturer, then:
|
| 12.4 | For software products, minor bugs and anomolies are expected, and these will not be regarded as a material fault.
|
| 13. | GENERAL |
| 13.1 | The Seller shall process the Buyer’s personal data in accordance with its privacy policy available at www.tillsystems.com/privacy. |
| 13.2 | The Seller is a member of the group of associated companies and accordingly the Seller may perform any of its obligations or exercise any of its rights under the Contract by itself or through any other member of its group, provided that any act or omission of any such other member shall be deemed to be the act or omission of the Seller. |
| 13.3 | A notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice. |
| 13.4 | No waiver by the Seller of any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision. |
| 13.5 | If any provision of the Contract is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the Contract and the remainder of the provision in question shall not be affected. |
| 13.5 | These Conditions supersede any terms and conditions stipulated in any purchase order or other communication from the Buyer, unless expressly agreed in writing by a director of the Seller. |
| 13.7 | Any errors or omissions made in good faith by the Seller in relation to product specification or pricing are excepted and may be corrected upon discovery. |
| 13.8 | The Contract shall be governed by the laws of England, and the Buyer agrees to submit to the non-exclusive jurisdiction of the English courts. |