Censol Limited

Terms of Service

Censol Ltd - Terms and Conditions of Sale

1. Definitions
2. Terms and Conditions
3. Acceptance of Orders
4. Specification
5. Prices
6. Customer Responsibility and Warranty
7. Payment
8. Delivery / Delivery Charges
9. Export /Overseas Contracts
10. Goods or Services non-conformance to Contract
11. Returns Policy
12. Limitation of Liability
13. Force Majeure
14. Notices
15. General
16. Invalidity
17. Copyright and Trademarks
18. Accessing our Website
19. Reliance on Information on our Website
20. Data Protection and Customer Information
21. Viruses and Hacking
22. Anti-Bribery
23. Governing Law

1. Definitions
"Company" means Censol Limited with the registered office at Forbes Close Long Eaton Nottinghamshire NG10 1PR."Consumer" means an individual who is not acting for the purposes of his or her business or profession."Customer" means any person, body of persons, firm or company (acting in its own right or through any employee or agent) with whom the Company enters into a contract for the sale of the Goods by the Company."Contract" means any contract described in the above definition of "Customer"."Goods" means the products offered for sale by the Company on its website: www.censol.co.uk.

2. Terms & Conditions Apply to all Contracts
2.1 All Contracts between the Company and the Customer are subject to these terms and conditions which shall be deemed to be incorporated into any Contract between the Company and all or any of its Customers.
2.2 In the event of any conflict between these terms and conditions and any other terms and conditions, whether expressed or implied, incorporated or referred to in any communication from the Customer then these terms and conditions shall prevail and the Customers terms and conditions shall be excluded in whole from the Contract.

3. Acceptance of Customers Order by the Company
3.1 Cancellation of orders by business to business customers is not accepted as many orders are despatched on the same day the order is placed. Cancellation of orders by Consumers will be accepted in accordance with the Consumer Protection (Distance Selling) Regulations 2000. Nothing in these Terms and Conditions is intended to impinge on a Consumers statutory or contractual rights to reject faulty goods.
3.2 The Companys acceptance of the Customers order (including telephone orders) shall be effective, and the Contract shall be deemed to come into existence, only where such acceptance is made by way of confirmatory email by the Company to the Customer or where the Company commences delivery of the Goods to the Customer.
3.3 All Contracts are subject to acceptance by the Company and to the availability of Goods ordered. The Company may in its absolute discretion refuse any order for Goods placed by a Customer.
3.4 All stock is subject to availability. The Company will endeavour to contact the Customer within 24 hours of receipt of an order to advise the Customer when stock is unavailable.

4. Specification
4.1 The description and illustrations of the Goods shown on the Companys Website (or given to the Customer over the telephone or by fax or email) are intended to be an illustration only and shall not form part of the Contract.
4.2 The Company shall not be liable for any variations in any specification or description of the Goods which do not materially affect the specification, use and operation of the Goods. The Company reserves the right to make any changes in the specification so as to conform to any applicable safety or other statutory requirements.

5. Prices
5.1 All prices shall be paid in Sterling.
5.2 All Goods as well as VAT are invoiced at the price prevailing at the time of Contract unless otherwise agreed in writing. All prices published on the Companys Website are subject to variation at any time prior to acceptance of the Customer's order by the Company.
5.3 All prices given by the Company are on an ex works basis, unless otherwise stated.
5.4 Prices are shown excluding VAT.

6. Customers Responsibilities and Warranty
6.1 The Customer undertakes that;
(1) all details provided to the Company for the purpose of purchasing the Goods offered on the Website are correct and accurate; the Customer shall pay any extra costs incurred by the Company in attempting to deliver the Goods if the delivery address provided by the Customer is inaccurate or incomplete or a delivery has to be aborted because of inaccurate information provided by the Customer. The Company may withhold re-despatch of the Goods until such costs as well as (at the Companys sole discretion) reasonable storage charges are paid by the Customer.
(2) any cheque, credit or debit card used to make a purchase from the Company is the Customers own cheque or card or the cheque/card of the Customers business and the Customer undertakes that he is authorised to use it and that there are sufficient funds or credit facilities to cover the cost of any Goods ordered. The Company reserves the right to obtain validation of your credit or debit card or to carry out credit checks before supplying the Goods.
6.2 Guidance on the choice, use and applications of products offered for sale by the Company is available on our web site. The assessment of risk and the choice and positioning of all products is the sole responsibility of the customer. The Customer is ultimately responsible for ensuring the equipment purchased is compliant with current legislation applicable to their premises, Building Regulations and good practice

7. Payment
7.1 All Goods supplied to consumers who cannot satisfy the credit requirements or are on account hold must pay for goods in full prior to despatch, either by cheque or credit/debit card. Goods will not be despatched until cleared funds have been received. Customers paying by cheque must allow at least 7 working days for bank clearance of the cheque.
7.2 The Company makes no additional charge for payment by credit card.
7.3 A Buyer in whose favour a Credit Account has been opened shall, unless otherwise agreed in writing by the Seller, pay the price for the Goods within 30 days of the date of the Sellers invoice.

8. Delivery / Delivery Charges
8.1 The Company will endeavor to deliver the Goods in accordance with the expected delivery date acknowledged to the Customer. However any delivery time given is only an estimate as the Company is reliant on external courier companies over which it has no influence. No liability is accepted for failure to deliver the Goods within the endeavored time if a delay is caused by circumstances beyond the control of the Company, such as delays caused by delivery companies or manufacturers lead times. Important: An abortive delivery could be due to, Insufficient delivery information. It is important that you inform us if you believe there may be a problem of this or similar kinds. It is your responsibility to ensure that floor loading restrictions are adhered to. We accept no responsibility for any loss or damage as a result of floor limits being exceeded as a result of the installation of the product(s).
8.2 Goods will only be despatched after either (1) credit/debit card payment has been accepted by the card provider or (2) the Customers cheque has cleared in full or (3) a credit account application has been received and agreed.
8.3 Title to the Goods passes to the customer on the Goods leaving the Companys premises. Delivery of the Goods shall be deemed to have taken place:(1) if the Goods are delivered by a delivery company, when the Goods are unloaded at the address specified by the Customer;(2) if the Goods are collected by the Customer, when the Goods are handed to the Customer at the Companys registered office premises.
8.4 All Goods are visually inspected by the Company and despatched free of external damage. It is the Customers responsibility to check the Goods immediately on receipt for external damage.
8.5 The Company does not accept liability for shortages or damage to Goods delivered unless the Customer advises the Company of such defects of the Goods within 3 days of receipt of the Goods. In the case of Consumers, they should notify shortages or damage within a reasonable period of becoming aware of the same.
8.6 The Customer may request from the Company a proof of delivery, provided that this request is made in writing within 3 months of the date of despatch and the company shall use reasonable endeavours to provide such proof. After 3 months, delivery shall be deemed to have been successfully completed.
8.7 The Company may elect to deliver the Goods in installments and no failure by the Company in respect of any one or more installments shall entitle the Customer to treat the Contract as a whole as repudiated.
8.8 Delivery charges are not applicable for any orders delivered in the UK mainland providing the minimum order value of £150.00 excluding VAT is exceeded. For orders placed from outside the UK mainland and to certain outlying areas of the UK these charges do not apply and the Company charges actual postage rates plus packaging costs. The Company may vary these charges and restrictions at any time at its discretion. Any changes to these charges and restrictions will be posted on our website and the Customer will be advised of any delivery surcharges before payment is taken.

9. Export / Overseas Contracts
In relation to goods sold outside the UK, the Channel Islands and the Isle of Man, risk in the goods shall pass to the Customer when they leave the Companys warehouse. Shipping and insurance shall be payable by the Customer but will be managed by the Company unless otherwise agreed. The Customer is responsible at its own expense for obtaining any license and complying with any export regulations in force within the UK and any country for which the goods are destined. The Company reserves the right not to supply certain customers or countries and will require from the Customer the full details of the end use and final destination of the goods.

10. Goods or Services non-conformance to Contract
10.1 The Customer shall be deemed to have examined the Goods upon delivery thereof (time being of the essence) and to have satisfied itself that they conform to Contract. A claim that Goods are not in accordance with the Contract will not be accepted by the Company unless notice in writing, specifying the alleged default, is given to the Company within 14 days of delivery of the Goods. The Company gives no other warranty on the Goods other than the manufacturers warranty. Where the manufacturers warranty requires the return of the Goods to the Company within 14 days of receipt, the Company will only accept returns of allegedly defective Goods within this time frame. If the Customer returns the alleged faulty Goods to the Company and the Company agrees with the Customers claim, the Company will replace the faulty Goods free of charge within 21 days of receipt of the faulty Goods.
10.2 Proof of postage is not proof of delivery and the Customer is strongly advised to return the Goods by recorded delivery, registered post or courier and to insure the Goods for their full value. The Company does not accept liability for damage in transit. It is the Customers responsibility to package the Goods adequately.
10.3 Subject to the right of Consumers under The Consumer Protection (Distance Selling) Regulations 2000, the Company does not accept liability for the suitability or specification of the Goods. It is the Customers sole responsibility to choose Goods from the Companys range which are suitable and have the correct specification for the Customers purposes. The Company does not accept returns which the customer after receipt decides are unsuitable for their purposes.
10.4 Failure to notify the Company of the non-delivery of the Goods, or any of them within 14 days of the due date for delivery will release the Company from liability for claims of non-delivery.
10.5 Subject to the rights of Consumers set out below, the Company shall have no liability to the Customer in respect of damaged or defective Goods (and the Customer shall be required to pay the full Contract price) where:-(a) any claim made by the Customer is not in accordance with these terms and conditions(b) damage has been sustained after delivery of the Goods to the Customer, or its agents(c) defects are caused by installation(d) or operation other than in accordance with any instructions supplied in writing with the Goods or if any adjustment, alteration or other work has been performed on the Goods by any person other than the Company or its employees or agents.

11. Returns Policy
The Company supplies all goods with the following returns policy 11.1 Goods Faulty on Arrival. If you are reporting faulty goods within 10 days of receipt, and when the goods are returned to us complete, we will issue a full refund to you via your original payment method.
11.2 Goods Damaged in Transit. If the goods are damaged in transit, the Company request that the Customer report it to the Company within 24 hours from receipt of the goods. If goods are visibly damaged on receipt, the Customer should sign the delivery note accordingly. Once the damaged goods have been collected and received back into the Companies warehouse, the Company will issue a full refund to the Customer via their original payment method.
11.3 Change Your Mind. If the Customer changes their mind and is a Consumer (not applicable to business customers), and the goods have not been in their possession for over 14 days, then the Customer is entitled to return the goods to the Company for a full refund on condition that the Customer take reasonable care of the goods until they are returned to the Company. In particular this means that you will: - not open shrink-wrapped or blister pack products or break any manufacturers seals, - return in good condition including all packaging, manuals, cables etc - return the goods in a condition that would enable the Company to resell them as new. Please note that if the Customer changes their mind the cost of returning Goods is the responsibility of the Customer.
11.4 The Company retains the right to charge a 20% handling fee for goods returned which were incorrectly ordered by the customer. These goods must be returned in good usable condition otherwise refund will be at the companys discretion.

12. Limitation of Liability
12.1 When dealing with Business Customers, the Company shall under no circumstances be liable for any consequential or indirect damage or loss, however caused, included (but not limited to) loss of business or profit, loss of goodwill, damage to trading relationships, loss of date and other financial loss. The Companys liability in respect of all other losses shall be limited to the invoiced amount of the order. The Company shall not be liable in any circumstances to the Customer whether by way of indemnity or by reason of breach of contract or negligence or of breach of statutory duty or otherwise for loss or damage of any kind, whether direct, indirect or consequential. The undertaking as to title in Section 12 of the Sale of Goods Act 1979 is not excluded. Where the Customer deals as Consumer (as defined in Section 12 of the Unfair Contract Terms Act 1977) the undertakings implied by sections 13, 14, 15 of the Sale of Goods Act 1979 are not excluded and the customers statutory rights are not affected.
12.2 These Terms and Conditions do not exclude any or restrict liability for death or personal injury resulting from its own negligence. The Company does not exclude any liability which it may incur under the Consumer Protection Act 1987 for damage as defined in section 5 of the Act.

13. Force Majeure
A force majeure event is any event beyond the reasonable control of the Company (including strikes, traffic congestion, the downtime of any external line, or the Companies inability to procure services, materials or articles required for the performance of the contract). If the Company is prevented or restricted from carrying out all or any of its obligations under these terms and conditions of sale by reason of any force majeure event, then the Company shall be relieved of its obligations during the period that such event continues, and shall not be liable for any delay and/or failure in the performance of its obligations during such period. If the force majeure event continues for a period longer than fourteen days, the Company may cancel the affected order or cancel the whole or any part of these terms and conditions of sale, without any liability to the Customer.

14. Notices
Any written notice to be given under the Contract shall be given by way of first class Recorded Delivery post, facsimile transmission, email or by personal delivery by the party giving it to the other, at his last known business address notified to the other, and shall be deemed to be delivered either 48 hours after posting (in the case of a letter) or immediately after receipt (in the case of facsimile transmission, email or personal delivery). Notification given by Customers by email must include full address, telephone and contact details and the Company may contact the Customer to verify the notification is from an authorised source.

15. General
15.1 The Customer shall not be entitled to assign or transfer, in whole or in part, the benefit or burden of the Contract without the Company's prior written consent. 15.2 The rights and remedies of the Company set out in these conditions shall be in addition, and without prejudice, to any other rights and remedies which may be available to the Company at common law or under statute.

16. Invalidity
If any part of these terms and conditions for any reason should be held to be invalid, such invalidity shall not affect the remaining clauses of these terms and conditions

17. Copyright and Trademarks
The copyright in all website design, text graphics, the selection and arrangement thereof, and all software compilations, underlying source code, software and all other materials on this website belong to us, our affiliates and our suppliers. You may download and print extracts from this website if you want to keep a copy or for your administrative purposes provided that you do not modify any material and you retain the copyright notice and provided that you do not make commercial use or gain from the website or any of its content. Any other use of material on this website is strictly prohibited without our prior written consent. All brand names used in the website are trademarks or trade names of their respective holders. Your use of any of these names or titles may constitute an infringement of the holders rights.

18. Accessing our website
We reserve the right to revise this website or withdraw access to part or all of it at any time. We may also change these conditions from time to time so you should check back regularly as you will be bound by any changes from the next time you access the website. The material and information on this website is directed solely at and is to be used only by persons who access it from within the UK and these conditions are only available in English. The release, publication or distribution of the information contained on this website in jurisdictions outside the UK may be restricted by laws that apply in other countries

19. Reliance on Information on the Company website
Although we have taken reasonable care to ensure that the information on this website is accurate and up to date, you should not rely on it as it is provided on an "as is" basis and for guidance only. We and our affiliated companies do not make any warranty of any kind (expressed or implied) as to, or accept liability for, (in each case to the extent permitted by law), the accuracy, completeness, currency or reliability of any information contained on this web site.

20. Data Protection and Customer Information
The company is registered (ZA075759) as a data controller under the Data Protection Act 1998. Any Company employee may keep and use personal details of the Customer and its employees for the purposes of providing products and services to the Customer. In addition the Company may disclose the Customers and its employees details to organisations working on behalf of the Company anywhere in the world (for example, credit reference agencies) for the purpose of proper fulfilment of orders and the Companies obligations under these terms and conditions of sale. The Company may send to the Customer and its employees details of other products and services offered that may be of interest the Customer. If the Customer or its employees do not want to receive details of these offers then they should contact the Censol Ltd either in writing at Forbes Close, Long Eaton, Nottingham, NG10 1PR, by telephone on 0115 972 7070 or by e-mail at: info@censol.co.uk 21. Viruses and Hacking
We cannot guarantee the speed or security of this website / emails and we shall not be responsible for or liable to you for any loss or damage caused to your computer equipment, programs or data arising as a result of any viruses, electronic bugs, Trojan horses or other technologically harmful material that may infect your computer due to the use of this website.

22. Anti-Bribery
The Company shall (that persons associated with it or other persons who are providing goods or services in connection with this agreement shall) comply with all applicable laws, statutes, regulations relating to anti-bribery and anti-corruption, including, but not limited to, the Bribery Act 2010 (the Relevant Requirements) and shall:
• Not (directly or indirectly) induce any employee, agent or subcontractor of the Company to make any concession to or confer any benefit on the Supplier, refrain or withhold from doing any act, in return for any gift, money, or other inducement;
• Not do or omit to do any act that will cause or lead the Company to be in breach of any of the Relevant Requirements
• Promptly report to the Company any request or demand for any undue financial or other advantage of any kind received by Supplier in connection with the performance of this agreement
• Have and maintain in place throughout the term of this agreement its own policies and procedures, including, but not limited to, adequate procedures to ensure compliance with the Relevant Requirements and shall promptly supply copies of or provide access to such policies on request from the Company

The companys employees are not permitted to:
• Accept gifts of more than token value, loans, excessive entertainment or other substantial favours from any company or individual that does business with the Company or seeks to do so;
• Solicit gifts or other favours from any company or individual that does business with the Company, or seeks to do so
• Entertainment is acceptable only if it has a justifiable business purpose. It should be of a reasonable nature and such that the Companies employees, can reciprocate.
Financial restrictions on gifts and entertainment are contained in the Companies Handbook and further details are available on request. Any breach of this clause 22 shall be a material breach of this agreement which is incapable of remedy. 23. Governing Law
The contract between the Company and the Customer based on these terms and conditions of sale as applicable to each Customer order shall be governed by and interpreted in accordance with English Law and the Customer submits to the non-exclusive jurisdiction of the High Court of Justice in England, but the Company may enforce the contract in any court of competent jurisdiction.

Terms and Conditions of Sale / Version 1.2 / 25th September 2014 These Terms and Conditions may change. Censol Ltd reserve the right to update and modify these Terms and Conditions at any time without prior notification