Avocado Audio Visual Services Ltd will accept orders for goods on the Conditions set out below. These Conditions cannot be varied unless agreed
in writing by the Directors of Avocado Audio Visual Services Ltd.
1.a. In these Conditions the following words shall have the meanings set opposite them:
"Carrier" means and (unless the context requires otherwise) includes the carrier’s servant’s agents and any person or persons carrying Goods on our behalf under any contract of carriage.
"Charges" means our charges for supplying and, where appropriate installing and/or maintaining the Goods.
"Confirmation of Order" means when we confirm our acceptance of your Order orally or in writing (whether electronically or otherwise) or when we make the Delivery, whichever occurs first.
"Contract" the contract made between you and us for the purchase of Goods incorporating these Conditions.
"Delivery" means our delivery of the Goods to the address you have stipulated in the Order.
"Goods" means the article(s) that we agree to supply to you pursuant to an Order.
"Order" means your request for us to supply you with Goods in consideration of the Charges, which you make by either completing an online order or otherwise requesting the Goods that you require.
"We", "us" "our" means Avocado Audio Visual Services Ltd.
"You", "your" means the person, firm or corporation that places an Order with us.
2.a. Any Order you place will constitute an offer capable of acceptance by us. We will not be obliged to accept an Order and we reserve the right to refuse an Order without giving any reason.
2.b. You may cancel an Order at any time until Confirmation of Order except that you may not at any time cancel any Order for Goods that are customised to meet your particular requirements.
2.c. Each Order if accepted by us shall constitute a separate contract.
3.a. Equipment hired by us to you will be subject to the following conditions.
3.a.1. Will be in good working condition & tested to current EU & UK Portable Appliance Testing.
3.a.2. Payment and Deposit has been Paid (non Account Customers).
3.a.3. Terms and conditions and hire contract paperwork has been signed.
3.a.4. Suitable Insurance for Equipment has been provided by the user.
3.b. The equipment is returned in the same condition as when hired out.
3.b.1 Any damage to the equipment is chargeable to the hirer (except Bulb failure under correct operation) and replacement cost at current prices if damage is beyond reasonable economic repair.
3.b.2 Late returns will be charged at a days rate for each consecutive day the equipment is not returned.
4.a. All installation works carried out by Avocado Audio Visual Services Ltd will be carried out in accordance with our Terms and Conditions.
4.b. In addition to our hire and sales Terms and Conditions a variant to these will be a pro forma invoice (with a maximum of 60%) of the total cost of the installation.
4.c. The customer will be responsible for ensuring that the area to be worked in is clear of all materials relating to their business where reasonably practical.
4.d. Avocado Audio visual services Ltd and any of its contractors will clear up all their materials, tools rubbish at the end of each day and on completion of works will leave the area in a clean and tidy condition ready for customer to return.
4.e. Avocado Audio visual services will allow within the law a retention of up to 10% of the final invoice to be held for up to one year from completion to allow for snagging and remedial works as agreed within the contract.
4.f. Avocado Audio visual services Ltd will issue a support warranty for up to two subject to the suppliers warranties, Terms & Conditions on the good purchased.
5.a. Unless expressed otherwise, our Charges shall exclude delivery charges and V.A.T.
5.b. You agree to pay our Charges in accordance with the terms stated on our invoice without deduction or set off. If you fail to do so we may, without prejudice to any other right or remedy available to us, charge interest both before as well as after any Judgment on any outstanding balance at the rate of 8% above the Santander Bank Base Rate until we receive payment in full, a late payment fee of £35.00 will be added to any invoice which has not been paid within our account terms and conditions.
5.c. If you fail to pay us the Charges in accordance with clause 5.b. we may, without prejudice to any other right or remedy available to us, either suspend any Delivery or cancel any other Contract between us. We can sue for the Charges due for any Goods that we have agreed to sell to you pursuant to a Confirmation of Order.
5.d. We reserve the right to increase the Charges at any time on notice to you if for any reason the price of the Goods increases between the Confirmation of Order and Delivery.
5.e. We reserve the right to ask you to pay the Charges in advance of Delivery in any event.
5.f. All payments are to be either: Cash or B.A.C.S. all payments by Cheque will have a £2.00 administration charge added.
5.g. All Goods & Services exclude V.A.T. which is charged at the current rate.
5.h. A set up charge will be added to all deliveries of Plasma / LCD TV’s, PA systems, networking equipment, large projection screens, staging and all large events. All other items will have delivery included.
6.a. All Goods will be subject to availability and we reserve the right to modify the Goods at any time or substitute them with goods of equivalent functionality without notice.
7.a. Any indication we may give as to the time of Delivery will be a good faith estimate only. Whilst we will use all reasonable endeavours to make the delivery at the time we have estimated, time of Delivery is not of the essence.
7.b. If it is not possible for us to make the Delivery for whatever reason including but not limited to your being away or your premises being inaccessible, you will be liable to pay us an additional sum to cover our storage and administration charges.
7.c. Subject to clause 2.b above, should you wish to cancel or reschedule any Order, you agree to give us as much notice (in writing) as is reasonably practicable and agree to pay any administration charges in addition to the original Charges.
7.d. Subject to the other provisions in these Conditions, we will not be liable to you for any loss (including but not limited to loss of profit) costs, damages, and charges, expenses caused directly or indirectly by a delay in Delivery (even if caused by our negligence).
8. TITLE AND RISK
8.a. Risk of damage to or loss of Goods shall pass to you on Delivery.
8.b. Notwithstanding Delivery and the passing of risk in the Goods, title in the Goods shall, subject to clause 10, not pass to you until we have received payment of the Charges in full by cash or cleared funds payment for all Goods that we have agreed to sell to you pursuant to a Confirmation of Order.
8.c. Until such time as the title in the Goods passes to you, you will hold the Goods as a bailee and keep the Goods separately from any other goods belonging to you or any third party and properly stored, protected and insured and identified as our property.
8.d. Until such time as title in the Goods passes to you, we may at any time require you to deliver up the Goods to us and, if you fail to do so, enter any premises where the Goods are stored to repossess the Goods.
9.a. We warrant that (subject to the other provisions in these Conditions) the Goods will be of satisfactory quality.
9.b. As we are not the manufacturer of the Goods, all warranties, conditions and other terms implied by statute or common law (except as to title) are, subject to 9.a. above, expressly excluded. However, we will endeavour to pass on to you the benefit of any warranty or guarantee given by the Manufacturer in respect of the Goods.
10.a. If on Delivery the Goods appear to be visibly damaged you must notify us immediately that you will not accept Delivery otherwise you will forfeit your right to reject the Goods for visible damage.
10.b. If the Goods are not visibly damaged on Delivery, but you wish to reject the Goods for any other non conformance or unapparent damage, you may reject the Goods provided that:
10.b.1. You obtain a Returns number and form from us within 24 hours of Delivery, submit a completed Returns form to us as soon as possible thereafter and allow us facilities to inspect the Goods within 7 days of the date of Delivery; and
10.b.2. The Goods are undamaged, unused, in their original packaging and you have not marked either the Goods or their packaging.
10.c. Subject to clause 10.d. below, we will bear the costs of collecting any Goods you reject provided that you have complied with the requirements of 10.b.
10.d. Should you reject and return the Goods in accordance with 10.b., we reserve the right to charge a "restocking fee" which will be an amount equivalent to 25% of the price payable by you in respect of the returned Goods.
10.e. If you fail to comply with either 10.a. or 10.b. you will be deemed to have accepted the Goods.
11.a. Where the Goods incorporate software, title in the software will not pass to you even when you have paid the Charges in respect of such Goods in full.
11.b. You agree to comply fully with the terms of any software licence that is supplied with the Goods. Failure to do so may lead to such software licence being revoked by the owner of the software.
11.c. Where the Goods incorporate software belonging to a third party, and such software fails to conform to its specification or is otherwise defective, our sole liability will be to obtain a corrected version of such software from that third party for your use.
12. TESTING OF PORTABLE APPLIANCES
12.a. All testing of portable appliances supplied by Avocado Audio Visual Services Ltd comply to the 1989 regulations and amendments thereafter in accordance with the EU & UK Portable appliance regulations.
12.b.A full register of all equipment tested along with a compliance Certificate will be issued on completion of all test and is valid for 1 year from date of issue.
13. FORCE MAJEURE
13.a. We will not be liable for any failure to make a Delivery of the whole or part of any Order due to an event beyond our reasonable control. If Delivery is delayed due to an event beyond our reasonable control, we will notify you promptly of the reason for such a delay and you agree to give us such an extension to make the delivery as is reasonable in the circumstances.
14.a. You may not assign charge or transfer any of your rights or obligations under any Contract without our prior written consent.
14.a.1. You pass a resolution for winding up (except for amalgamation or reconstruction of a solvent company) or if a court makes an order to that effect or if you have a receiver or administrator appointed over all or any of your assets or business, or if you cease or threaten to cease to carry on business.
14.a.2. You are in material breach of any of these Conditions.
14.a.3. We are unable to make the Delivery due to an event beyond our reasonable control.
15. SUSPENSION AND TERMINATION
15.a. We may, in our absolute discretion, suspend any Delivery and / or terminate any Contract immediately on notice to you if:
15.b. Termination of any Contract between us shall not affect your liability to pay us (without deduction or set off) such Charges as are due for
Goods for which we have effected Delivery. If on termination of any Contract, we owe you any sums, we reserve the right to set off against such sums any outstanding Charges as you owe us.
16. LIMITATION OF LIABILITY
16.a. Our liability for death or personal injury as a result of our negligence or the negligence of our employees shall be limited.
16.b. Our total liability to you for a breach of the Conditions or for negligence in the course of supplying Goods to you shall be limited to the repair or replacement of any Goods giving rise to your claim or at our option an amount equivalent to the Charges (or proportion of the Charges) that you have paid us for Goods giving rise to your claim.
16.c. Except as set out in clause 15.a. and 15.b. above, we will not be liable for the following loss or damage howsoever caused even if it foreseeable by us: loss of profits, business, revenue, goodwill, anticipated savings, data, corruption of data, whether sustained by you or third party and/or special, indirect or consequential loss (other than direct physical damage to your tangible property) whether suffered by you or another third party.
17.a. These Conditions constitute the entire agreement between you and us in respect of the Goods and supersede any earlier arrangements, understandings, promises or agreements made between the parties in respect of the Goods.
17.b. You acknowledge that in instructing us to supply the Goods, you do not do so on the basis of any representation, warranty or any provision not expressly contained within these Conditions.
17.c. Any failure by us to enforce a breach of the Conditions by you shall not be deemed to be a waiver of any subsequent breach of these Conditions that you may make.
17.d. If at any time any one or more of these Conditions are held to be unenforceable, illegal or otherwise invalid in any respect, such enforceability, illegality or invalidity shall not affect the remaining Conditions, which shall continue in full force and effect.
17.e. Nothing in this Agreement shall create or be deemed to create a partnership or joint venture between us and you or the relationship of principal and agent or employer and employee.
17.f. These Conditions shall be governed exclusively by English law and you and we agree to submit exclusively to the jurisdiction of the English courts.
17.g. You and we agree that no third party shall be afforded any rights under these Conditions.
18.a. All account invoices are issued on a payment within 30 Days following the date shown on the invoice and are required to be paid as cleared fund into our account on or before that date. After 30 days 18c and 18f will apply.
18.b. All non account invoices are issued on a strict 7 Days payment following invoice/delivery date. After 30 days 18c and 18f will apply.
18.c. All overdue invoices will automatically receive a late payment draft invoice which will become enforceable 24hrs after the date shown on the invoice.
18.d. Discounts will only be shown on invoices when written agreement has been signed prior to contract being made.
18.e. Any invoice that remains unpaid after a period of sixty days will be handed to a collections agency & will invoke our terms & conditions section 14.
18.f. Any overdue invoices will incur interest at 8% above the Santander base rate at the time.
18.g. All account invoices that are late in payment will from 1st November 2017 automatically incur a draft invoice showing late
payment charges and interest payable, unless the outstanding invoice(s) are paid within 24 hrs.
19. PAYMENT METHODS
19.a. We accept the following methods of payment Cash, BACS and Credit /Debit cards over the telephone.
20. DATA PROTECTION
20.a. Avocado Audio visual services and any of its contractors are and will be legally bound to comply with all aspects of the new GENERAL DATA PROTECTION REGULATIONS effective from May 2018 and including the protection of financial information relating to payments and non payments through a court of Law.
21. EMAIL PROTECTION
21.a. If you do not wish to receive information via email please send an email to email@example.com
and write NO sales or promotional Emails in the subject line, and your details will be removed from our database.
21.b. An option will also be available to opt out at any time from emails sent by Avocado Audio Visual Services Ltd just click on the attached link.
Date of issue Jan 1st 2019 valid until 31st December 2019
Avocado Audio Visual Services Ltd,
Registered Office: Unit 22 Charlwood Place, Norwood Hill Road, Horley, Surrey RH6 0EB.
Registered in England and Wales, Company Number 08953971