Welcome to the Time Systems (UK) Ltd website. This site is best viewed in 1024 x 768. We provide access to the website (the "website") and sell our products to you subject to the conditions set out on this page. Please read these conditions carefully before using the website. By using or continuing to use the website, you signify your agreement to be bound by these conditions. 1. General (a) In these terms and conditions the following expressions have the following meanings: (i) "The Customer" shall mean the person by whom an order is placed with the Company. (ii) "The Company" shall mean Time Systems (UK) Ltd, Systems House, Newport Road, Wavendon, Milton Keynes MK17 8AA with which the Customer shall contract under these terms and conditions. (iii) "The Goods" shall mean the Goods (including any instalment of the Goods or any part of them) which the Company is to supply the Customer. (b) Any order shall incorporate these terms and conditions and no variation or modification of these terms and conditions (even though included in or referred to in the document placing the order) shall be binding on the Company unless specifically accepted by an authorised representative of the Company in writing. Any orders are made on the basis (which the Customer represents and confirms to be correct and waives any claim for breech thereof) that no representation has been made by the Company as to the goods (including the availability, description, quality or fitness for any particular purpose of the Goods) and that the customer is entering into this contract is not relying upon any representation, and that the Goods are being bought by the Customer in the ordinary course of business. 2. Your Account By using the website and its features, it is the customers responsibility to maintain the confidentiality of any and all account and password details and to prevent unauthorised access to your account by any means. The customer agrees to accept full responsibility for all activities that occur under your account or password. The customer should inform us immediately if they have any reason to believe that their password has become known to anyone else, or is likely to be used in an unauthorised manner. It is the customer duty to ensure that the details on their account are correct and that if circumstances change that we the account is updated as required. The company reserves the right to refuse access to the website, terminate accounts, remove or edit content, or cancel orders at our discretion. 3. Privacy Please review our Privacy Notice, which also governs your visit to our website, to understand our practices. 4. Access to our website Access to our website(s) cannot be guaranteed. Access may at times be suspended or restricted. We will do our utmost to ensure that our facilities or services are made available at all times. We will attempt to limit the frequency and duration of any such suspension or restriction. We may need to perform essential maintenance from time to time that may limit your access. 5. Licence for website access We grant you a limited licence to access and use this website. You may only use this site for lawful purpose only. This website may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose in whole, or in part, nor attempts thereof without our express written consent. You are not authorised in any way, to download (other than page caching) modify, impair, damage, interfere or interrupt its normal operation, nor make any attempt thereof, except with the Companies express written consent. This licence does not include resale or commercial use of this website or its contents nor collection or use of any product listings whatsoever or any attempt thereof. Any use of robots, data mining, or any data gathering and extraction tools, downloading of prices, descriptions, website contents, or copying of account information for the benefit of another, or attempts at, are breaches of the licence that may make you liable for criminal prosecution. You are granted a limited, revocable, and non-exclusive right to create a hyperlink to the index page of timesystemsuk.com provided that the link does not portray Time Systems (UK) Ltd, its products or services in a false, misleading, derogatory, or otherwise offensive manner. 6.Ordering All orders are accepted subject to these terms and conditions, but may be refused for any reason. If the Company refuses an order, the Customer will be notified of this by email. Prices and availability All prices on our website are final and will not be increased after you send us your order. We try to list detailed information for products sold by us on the website. If there is a price discrepancy with your order we may, at our discretion, cancel your order and notify you of such cancellation. All goods are usually available for despatch from stock. In the rare event they are not, you will be notified by us. All website prices do not include VAT, these are added at point of order. 7. VAT VAT shall be charged based on the delivery address of the goods. Delivery in the UK shall attract VAT. Delivery within the EU shall also attract VAT, except where the customer provides their real and valid VAT number. In these cases VAT shall not be charged. Deliveries to other than the UK or EU shall not attract VAT. In such cases please read the Customs and duty section. In the event that the customer provides and incorrect VAT number or one that it is not accepted by the UK customs and excise, the VAT will be recharged to the customer and a VAT invoice raised to cover this and sent to the customer. 8. Delivery The company shall exercise due care to ensure correct and safe delivery of the goods ordered to the address stated on the order. Any delay due to circumstances outside the control of the Company shall not entitle the Customer to cancel any order or refuse to accept any delivery. The Goods may be delivered in advance of any quoted delivery date. Should the Customer refuse delivery; the Customer shall be responsible for the return delivery charges to Time Systems (UK) Ltd trading address. The risk (but for the avoidance of doubt not the property therein) in respect of the Goods shall pass to the Customer as and when the same are delivered to the Customer. The Customer shall then be responsible for the insurance of the Goods. 9. Part orders The Company reserves the right to render progress invoices for part orders. 10. Customs and duty When ordering goods from the Company for delivery overseas the goods may be subject to import duties and other taxes. These are levied by the appropriate authority in the country of delivery. Any additional charges for any taxes or charges whatsoever including customs clearance must be borne by you. Please refer to your local customs office for further information. When ordering from the Company you are considered the importer of record and must comply with all laws and regulations of the country in which you are receiving the goods. 11. Non delivered goods and defects after delivery The customer agrees to inform the company of any defect found after delivery within the timeframe advised on the delivery note enclosed with the goods. Any order, for UK shipping, not received 10 days after ordering should be reported as a missing delivery to the company. Overseas deliveries will be kept informed of the progress of their delivery. 12. Cancellation In the event of repudiation by the Customer of the contract of sale, before delivery of the Goods, an invoice will be raised for all costs up to date of repudiation with a minimum of 45% of the order value. This is to be paid by the Customer within 7 days of the invoice date. The customer cannot repudiate the contract after delivery or attempted delivery. 13. Returns All sales are final and customers may only return defective goods. In such an event the company will issue the customer with an RMA authority. The Company will not accept returns without an RMA. All returns must be returned in their original packing (or a suitable replacement) with an the RMA attached to the outside of the packaging or it will be refused. It must be carefully packed. The Customer is responsible for shipping charges and insurance for all returned items that will be refunded if the goods are found to be defective. 14. Money back guarantee Some goods are advertised on the company website with a '30 day money back guarantee'. Where goods are sold with this guarantee it is noted on the order or invoice and only applies to those goods and not all goods sold by the company. Where the goods are offered with a '30 day money back guarantee', if the goods are returned in their original unopened undamaged packing, unused and fit for resale as new and are received by the company in this state within 30 days of delivery to the customer a full refund will be given but if not received in this state or time limit the company reserves the right to either retain such funds as to cover the cost of returning the goods to 'as new' condition or store them for collection by the customer. You must obtain an RMA as above to return the goods. 15. Warranty/guarantee No claim for repair under warranty terms caused by damage or misuse of any kind will be entertained by the company. One year warranty Where the company offers a one-year warranty it will be for the return of goods to our central workshops for repair under the manufacturers warranty. If the manufacturer will not pay for labour we will at our discretion waive this charge. Second and third year warranty Where the company offers a three-year warranty it will be for the return of goods to our central workshops for repair and in the first year it will be for repair under the manufacturers warranty. If the manufacturer will not pay for labour we will waive such charges. For the second and third years we do not warrant moving parts or parts that require replacement under normal wear and tear. We will replace non-moving parts free of charge as warranty items but the labour or other costs incurred must be paid for. 16. Storage Where goods ordered by the customer are stored by the company for whatever reason, the company only stores those goods as bailee. It is Customers responsibility to insure the stored goods and to provide adequate insurance cover. The company shall not be liable for loss or damage to same. 17. Payment and title The property in the Goods shall, not withstanding delivery of all or any part to the Customer, remain in the Company until the Goods have been paid for in full in accordance with the terms of this contract and until such time as the property in the Goods passes to the Customer, the Customer shall hold the Goods as the Company's fiduciary agent. Title to all goods ordered shall only pass the customer when the goods when clear unemcumbered funds are received by the company and providing that any such funds are not subsequently refunded or held in escrow of any form by any third party, (except in the matter of defects). In such cases where funds are not retained by the company and/or funds that have been passed to the company are partly or wholly refunded to the customer or any third party then the sums outstanding become due and the folowing will apply (a) Payment for the Goods shall be due 7 net days from the date of the Company's invoice. (b) (i) The property in the Goods shall, notwithstanding delivery of all or any part to the Customer, remain in the Company until the Goods have been paid for in full in accordance with the terms of this contract and until such time as the property in the Goods passes to the Customer, the Customer shall hold the Goods as the Company's fiduciary agent. (ii) If prior to payment for the Goods in full the Customer shall dispose of or deal with all or any part thereof (whether or not the same remain on their original for or have been processed and/or incorporated in to other goods) inconsistently with the Company's ownership thereof, then the Company shall be entitled as absolute assignees, to recover or to have the price of any benefit receivable or received by the Customer in respect of such goods (or the Goods into which such Goods have been processed and/or incorporated) and shall account to the Customer for any excess thereby obtained or realised over and above the price due to them for the Customer. (iii) If the Customer shall not make full payment on the due date then Company shall be entitled in addition to all other rights, to enter upon any land or premises where the Goods may be for the time being be and recover possession of them. Notwithstanding the foregoing, the risk (but for the avoidance of doubt not the property therein) in respect of the Goods shall pass to the Customer as and when the same are delivered to the Customer. The Customer shall then be responsible for the insurance of the Goods. 18. Interest and overdue accounts Interest at 4% per annum above Finance Houses base rate from time to time will be charged on all accounts which are overdue for payment beyond the Company's normal terms of trading as set out above unless specific arrangements to the contrary have been made in writing. Where a solicitor has to be instructed to recover payment proper solicitor and customer charges are payable by the Customer in addition to any fees and the costs awarded by any court. 19. Force Majeure The Company shall not be liable for failure to perform any of its obligations of any order due to any cause whatsoever beyond the Company's reasonable control. The Company shall be at liberty to cancel and/or suspend the contract and/or be allowed a reasonable extension of time for the performance of its obligations without incurring any liability for any loss or damage resulting therefrom. For the purpose of this Condition, "Force Majeure" shall unclude, but is not limited to, Act of God, Act of Terrorism, Outbreak of War (whether declared or not), Rebellion, Riot, Sabotage, Explosion, Fire, Flood, Strike (official or not) or similar labour dispute, utility failure (whatever the cause) or difficulties in obtaining raw materials, labour, fuel, parts, events or circumstances outside the reasonable control of the parties to this contract.. 20. Default or insolvency of the customer If the Customer shall fail to take delivery of the Goods or any part thereof when required or make default in or commit a breach of its obligations under this contract or any other contract with the Company or if any distress or execution or other legal process shall be levied upon any of the Customer's property, goods or assets or if the Customer shall make or offer to make any agreement or composition with creditors or commit any act of bankruptcy or being a limited the Customer shall go into liquidation suffer the appointment of a Receiver over its undertaking, property or assets or any part thereof, the Company shall at any time thereafter be entitled to determine this contract and without prejudice to its other rights hereunder recover from the Customer any loss on sale of Goods or works comprised in this contract. Without prejudice to be foregoing the Company may in the event of default on the part of the Customer in paying any sum due under this or any other contract or order, suspend delivery of the Goods or work until such default has been made good. 21. Service of Documents and electronic communications For contractual purposes regarding the service of documents, the customer consents to receive communications from us electronically to the given email addresses held on their account or orders placed, or on our website and further agrees that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that requires such communications be in writing. When you visit our website or send e-mails to us, you are communicating with us electronically. We communicate with you by e-mail or by posting notices on the website. 22. Data Protection By accessing the website, opening and account or placing an order, the Customer agrees that the Company may store, process and use data collected the purposes of processing the order and storing for future use by the customer and company. The Customer may obtain a copies of the data held by the Company upon a written request. The Company reserves the right to charge the Customer an administration fee for processing such a request. If any personal data is incorrect, the information will be corrected upon a written request. 23. Assignment The Company is permitted to assign any benefits, obligations and data, of any agreement to a third party without the consent of the customer. 24. Trademarks Time Systems (UK) Ltd is a registered trademark. All other trademarks not owned by Time Systems (UK) Ltd that appear on this website are the property of their respective owners and this is acknowledged. You may not copy or use any trade marks from the website whatsoever unless with permission from the owner(s). 25. Copyright All content included on the website, such as images, text, graphics, logos, icons, audio clips, and software, is the property of Time Systems (UK) Ltd, protected by United Kingdom and international copyright laws. 26. Alteration of Service or Amendments to the Conditions We reserve the right to make changes to our website, policies, and these Conditions of Use & Sale at any time. You will be subject to the policies and Conditions of Conditions of Use & Sale in force at the time that you use the website or that you order goods from us, unless any change to those policies or these conditions is required to be made by law or government authority (in which case it will apply to orders previously placed by you). If any of these conditions is deemed invalid, void, or for any reason unenforceable, that condition will be deemed severable and will not affect the validity and enforceability of any remaining condition. Interpretation All orders accepted by the Company and any dispute or litigation arising therefrom shall be governed by English Law and the parties hereby submit to the non-exclusive jurisdiction in the English Courts. Failure by the company to enforce any particular term of this contract shall not be construed as any waiver of its rights under it. If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected. Date 28th April 2010 ver 1.01