COMMERCIAL TERMS AND CONDITIONS OF SALE

1. GENERAL
(a) These “Terms and Conditions” shall apply to all contracts for goods sold or work done by EQS Ltd (hereinafter referred to as “EQS”) and purchased by any customer (hereinafter referred to as “Customer”).
(b) These terms and conditions shall constitute the whole agreement between EQS and its Customers and may not be modified or varied unless specifically accepted by EQS in writing.
(c) Each order received and accepted by EQS will be deemed to be a separate Contract to which these conditions of sale shall apply.

2. PRICES AND ORDERS
(a) Quotations are made by EQS upon customer’s request but there is no obligation for both parties until EQS accepts the Customer’s order.
(b) EQS reserves the right to increase the price of goods agreed to be sold in proportion to any increase of costs to EQS between the date of acceptance of order and the date of delivery or where the increase is due to any act or default of the Customer, including the cancellation or rescheduling by the Customer of part of any order.
(c) EQS reserves the right, without prejudice to any other remedy, to cancel any uncompleted order or to suspend delivery in the event of any of the Customer’s commitment with EQS not being met.

3. DELIVERY
(a) Any delivery date quoted is only an estimate and not of the essence. EQS accepts no liability and responsibility for any delay in delivery or failure to deliver.

4. PAYMENT
(a) All prices and charges quoted by EQS are exclusive of VAT unless otherwise stated.
(b) Payment for the Goods is due on delivery unless otherwise stated or prior agreement or credit given by EQS to the Customer. EQS therefore shall not be under any obligation to supply goods until payment has been received. In the event of EQS having despatched goods to the Customer and discovering payment has not been made (for instance if a cheque is dishonoured) then interest at 1.5% per month will be charged on any outstanding amount from said due date of payment until payment is made in full, such interest to accrue on a daily basis.

5. RISK
(a) Notwithstanding that property in the Goods has not passed under Clause 6 hereof, the risk of loss or damage to the goods shall pass to the Customer on delivery.

6. RESERVATION OF TITLE
(a) Absolute property in the Goods shall remain in EQS until EQS has received payment in full and any additional sums due under which the Goods are supplied and no other sums whatever shall be due from the Customer to EQS. For these purposes, EQS has only received a payment when the amount of that payment is irrevocably credited to its account.
(b) Subject to Clause 6(a) EQS shall retain title to the Goods where the Goods had been attached to any other product not owned by EQS provided the Goods are readily identifiable or separable from the resulting composite or mixed product.
(c) The customer shall store any Goods owned by EQS in such a way that they are clearly identifiable as EQS’s property, and shall maintain records of them identifying them as EQS’s property. The Customer will allow EQS to inspect these records and the Goods themselves upon request.
(d) In the event of failure by the Customer to pay any part of the price of the Goods, in addition to any other remedies available to EQS under these terms and conditions or otherwise, EQS shall be entitled to repossess the Goods. The Customer will assist and allow EQS to repossess the Goods as aforesaid and for this purpose admit or procure the admission of EQS or its employees and agents to the premises in which the Goods are situated.

7. CONTINGENCIES
(a) EQS shall not be responsible for non-performance in whole or in part of its obligations nor under any liability to the Customer in respect thereof if such non-performance is due to any cause beyond the control of EQS.

8. RETURN OF GOODS
(a) Goods incorrectly ordered (either as to type or as to quantity) by the Customer will NOT be accepted for return by EQS unless prior approval to such return has been given by EQS, such approval to be given is at the sole discretion of EQS and, if given, may be subject to a payment by the Customer to cover EQS’s administration costs.
(b) In the case of any damage to Goods in transit, the Customer must notify EQS within (3) three days after delivery. EQS shall not be required to replace any Goods damaged in transit and the Customer shall be obliged to pay for them if the Customer does not comply with this notification requirement.

9. WARRANTY
(a) EQS warrants that the hardware comprised in the Goods sold will be free from defects in materials and workmanship for a period of 1 to2 years after delivery (“The Warranty Period”) and the length of Warranty Period will be depended on the types and models of goods. EQS’s original invoice number under which the defective goods supplied MUST be quoted for this purpose.
(b) The said warranty is contingent upon the proper use of the Goods by the Customer and does not cover any part of the Goods which has been modified without EQS’s prior written consent or which has been subject to unusual physical or electrical stress or on which the original identification marks have been removed or altered. Nor will such warranty apply if repair or parts required as a result of causes other than ordinary authorised use including without limitation accident, hazard, misuse or failure of fluctuation of electric power, air conditioning, humidity control or other environmental conditions.
(c) Any software comprised in the Goods is supplied always subject to the manufacturer’s /original supplier’s standard terms and conditions as contained thereon and delivered therewith and EQS shall not be responsible or liable in any respect with regard thereto.

10. LIABILITY
(a) No liability will be accepted by EQS in respect of damage to or shortage of Goods. EQS shall also have no liability in respect of damage or shortages caused by the acts or omission of the Customer or of others or by causes beyond the control of EQS.
(b) EQS’s liability to the Customer in respect of defects in the Goods shall only be limited to the obligations of replacement under the terms of Clause 9 and EQS shall have no other liability whatsoever to the Customer.

11. LAW
(a) These conditions shall be governed and construed by English law and the English courts shall have exclusive jurisdiction herewith.

Company Registration Number : 3633129