Important – Please read these terms and conditions carefully
- The definitions and rules of interpretation in this clause apply in these terms and conditions (the conditions),
- Headings in these conditions shall not affect their interpretation.
- Agreement between Infinity Print Solutions and the Customer
- Under the Conditions, Infinity Print Solutions Ltd will supply the Customer with the Printers, the Services and the Supplies.
- The Customer agrees to accept at least one Printer under the Conditions and to purchase and accept the Supplies and to pay the Price to Infinity Print Solutions.
- Commencement and Duration
- The Contract shall start on the date when the Customer signs the order for the Printers and Supplies to be supplied to the Customer under the Contract.
- The Contract shall continue in full force from the date in clause 4.1, subject to 30 days prior written notice from the Customer, or until terminated by Infinity Print Solutions under clause 10.
- Obligations of the Customer
- The Customer shall accept the Printers and acknowledges that he obtains no title to the Printers under the Contract or otherwise. The Customer may not dispose of, part with possession or control of, lend, sell or give away the Printers, or create any lien or encumbrance over, or otherwise deal with, the Printers.
- The Customer may not relocate the Printers to premises other than those to which they were supplied without the prior written consent of Infinity Print Solutions.
- The Customer shall protect the title which Infinity Print Solutions has to the Printers and shall keep the Printers free from distress, execution or other legal process.
- The Customer shall purchase all their requirements for the Supplies for the Printers from Infinity Print Solutions and the Customer may not purchase from, or install in the Printers, Supplies from any other Supplier. The consumption of Supplies by the Customer must substantially comply with the estimate given by them in the usage form completed by them in order to obtain a Printer from Infinity Print Solutions.
- The Customer shall allow access to the Printers for the staff of Infinity Print Solutions during the hours of 9am to 5pm Monday to Friday inclusive.
- The Customer shall locate the Printers in positions suitable for the proper operation of Computer Printers, and shall not cause or permit damage to them nor allow any person to do so. The Customer shall pay Infinity Print Solutions in full for any damage or loss occurring to the Printers.
- The Customer shall insure the Printers for their full replacement cost against fire, theft and other damage or loss, with the proceeds of such insurance policies being payable in full to Infinity Print Solutions.
- Obligations of Infinity Print Solutions Tewkesbury
- Infinity Print Solutions shall supply to the Customer the Printers without payment for the same by the Customer and Infinity Print Solutions shall retain title to the Printers at all times.
- Infinity Print Solutions shall supply to the Customer the Supplies and the Services for which the Customer will pay Infinity Print Solutions the Price contained in the then current Price List of Infinity Print Solutions consumables which Prices shall be up to 40% cheaper than the equivalent OEM Product.
- The Printers, Supplies and Services shall be provided by Infinity Print Solutions to the Customer as soon as possible after the date in clause 4.1.
- Price and payment
- The Price shall be paid by the Customer to Infinity Print Solutions without deduction or set-off.
- The Price will usually be expressed as not including VAT, which Infinity Print Solutions will add to its invoices at the appropriate rate.
- The Customer shall pay each invoice submitted to it by Infinity Print Solutions in full by the 30th day after it was sent by Infinity Print Solutions (which day shall be the due date).
- Without prejudice to any other right or remedy that it may have, if the Customer fails to pay Infinity Print Solutions by the due date, Infinity Print Solutions may:
- Charge interest on such sum from the due date of payment at the annual rate of 10% above the base lending rate from time to time of Santander Bank, Evesham, UK accruing on a daily basis.
- Claim interest under the Late Payment of Commercial Debts (Interest) Act of 1998; and
- Reclaim the Printers; suspend all Services and Supplies until payment has been made in full.
- Time for payment shall be of the essence under this Contract.
- All sums payable to Infinity Print Solutions under the Contract shall become due immediately on its termination, despite any other provision.
- Infinity Print Solutions may, without prejudice to any other rights it may have, set off any liability of the Customer to Infinity Print Solutions against any liability of Infinity Print Solutions to the Customer.
- Risk and delivery
- Risk in the Supplies and Printers shall pass to the Customer on delivery.
- Title to Supplies shall not pass to the Customer until Infinity Print Solutions has received payment in full (in cash or cleared funds) for the Supplies and all other sums which are or which become due to Infinity Print Solutions from the Customer on any account.
- Infinity Print Solutions may at any time require the Customer to deliver up such Supplies and the Printers and, if the Customer fails to do so promptly, enter any premises of the Customer, or of any third party where the relevant Supplies or Printers are situated in order to recover them.
- Limitation of liability
- This clause sets out the entire financial liability of Infinity Print Solutions (including any liability for the acts or omissions of its employees, agents, consultants, and subcontractors) to the Customer in respect of:
- any breach of the Contract
- any use made by the Customer of the Supplies, Services , or the Printers or any part of them; and
- any representation, statement or tortious act or omission (including negligence) arising under or in connection with the Contract.
- All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract save that, if the Customer is a Consumer, the provisions of sections 2 to 5 and 11M to 11S, in both cases inclusive, of the Supply of Supply and Services Act 1982, or the equivalent provisions of the Sale of Goods Act 1979, shall not be excluded in any event.
- Nothing in these Conditions limits or excludes the liability of Infinity Print Solutions for:
- Death or personal injury resulting from negligence; or
- Any damage or liability incurred by the Customer as a result of fraud or fraudulent misrepresentation by Infinity Print Solutions.
- Infinity Print Solutions shall not be liable for any loss of profits or loss of business nor for any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses.
- Subject to sub-clause 9.3, Infinity Print Solutions’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance, or contemplated performance, of the Contract shall be limited to the Price.
- Without prejudice to any other rights or remedies which the parties may have, Infinity Print Solutions may terminate the Contract without liability to the Customer immediately in any event, or on giving notice to the Customer if:
- The Customer fails to pay any amount due under the Contract on the due date for payment and remains in default not less than 7 days after being notified in writing to make such payment; or
- The Customer commits a material breach of any of the terms of the Contract and (if such a breach is remediable) fails to remedy that breach within 10 days of the Customer being notified in writing of the breach or;
- The Customer suspends, or threatens to suspend payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or otherwise is insolvent.
- On termination of the Contract:
- The Customer shall immediately pay to Infinity Print Solutions all of Infinity Print Solutions outstanding unpaid invoices and interest and, in respect of Supplies supplied but for which no invoice has been submitted, Infinity Print Solutions may submit an invoice, which shall be payable immediately on receipt;
- The Customer shall return all of the Printers and Supplies immediately. If the Customer fails to do so, then Infinity Print Solutions may enter the Customer’s premises and take possession of them. Until they have been returned or repossessed, the Customer shall be solely responsible for their safe keeping; and
- The accrued rights and liabilities of the parties as at termination and the continuation of provision expressly stated to survive or implicitly surviving termination shall not be affected.
10 Supervening events
10.1 Infinity Print Solutions shall have no liability to the Customer under the Contract if it is prevented from, or delayed in performing its obligations under the Contract or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including (without limitation) strikes, lock-outs or other industrial disputes (whether involving the workforce of Infinity Print Solutions or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Infinity Print Solutions or their subcontractors.
Infinity Print Solutions may, from time to time and without notice, change the Printers, Supplies and/or Services, provided that such changes do not materially affect the nature, scope of the Supplies and/or Services, or the Price.
A waiver of any right under the Contract is only effective if it is in writing and it applies only to the circumstances for which it is given.