Terms and Conditions – TonersPlus Limited
Along with our Website Terms of use, Cookies Policy and Privacy Policy, following terms and conditions are also applicable to any transaction or contract between TonersPlus Limited (also referred as we, us, our, supplier) and you (also referred as buyer, customer) for the sale of the products/services available to buy from our website or made available to verbally, via telephone or email.
These terms and conditions are amended time to time, so please read these throughly before placing any order for any product from us. By placing an order with us you agree to accept our terms and conditions.
Definitions:
Following definitions apply for these terms and conditions
Backorder: An order that can not be fulfilled at the time it is placed and customer is willing to wait until the products are acquired by us for the fulfilment of that order.
Business Days: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.
Contract: The contract between TonersPlus Limited and Customer for the sale and purchase of any products or services.
Customer: the person, company or firm who purchases the Goods and / or Services from the Supplier.
Dispatch Confirmation: has the meaning given to it in clause 4.4
Force Majeure Event: has the meaning given in clause 13.
Goods/Product: the goods or products or any part of these set out in the order.
Insolvency Event: has the meaning given to it in clause 14.1 and 14.2.
Order: An order issued by buyer to a seller, indicating types, quantities, and agreed prices for products or services verbally or in writing.
Services: any customisation, implementation, installation or configuration services (or any part of them), relating to the Goods, provided by the Supplier to the Customer from time to time.
Supplier: TonersPlus Limited, Registered in England and Wales, company registered number 07818664 with its registered office at 9 Joiners Mews Southampton, Hampshire SO19 9SR.
Reservation Confirmation: has the meaning given to it in clause 4.5; and Specification: the brand, product type, model number and packaged quantity of the Product as set out in the relevant Product information on our website/in our brochures or otherwise made available to you.
Rules of Conditions: In these Terms, unless the context requires otherwise following rules applies.
• A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
• A reference to a party includes its personal representatives, successors or permitted assigns.
• A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.
• Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
• A reference to writing or written includes faxes and e-mails.
1. BASIS OF THE CONTRACT
1.1 These Terms and our Website Terms of Use, Privacy Policy and Cookies Policy shall apply to the Contract to the exclusion of all other terms including any terms appearing on your purchase order or implied by trade, custom, practice or course of dealing.
1.2 The Contract constitutes the entire agreement between you and us and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter.
1.3 You acknowledge that in entering into the Contract you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract.
1.4 Any images, drawings, descriptions, adverts and similar, which do not form part of the specification, whether on our website, in our brochure or otherwise made available to you by us (a Product Description), are provided for illustrative purposes only. There may be errors in the Product Description and you should not rely on it when placing an order. The Contract is not a sale by description and any Product Description or other information which does not form part of the Specification will not form part of the Contract.
1.5 Both parties agree that neither you nor us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Contract. Nothing in this clause shall operate to exclude or limit liability for fraud or fraudulent misrepresentation.
2. USE OF OUR WEBSITE
Your use of our website currently at: www.tonersplus.co.uk is governed by our Website Terms of Use. Please take the time to read these, as they include terms which will apply to you.
3. AUTHORITY TO PURCHASE
3.1 You must register for an account with us and pass our credit checks in order to place an order with us. We will perform a series of credit checks on you prior to activating your account. You should not register for an account if you are not happy for us to complete such credit checks. You must ensure that all information you provide to us in registering for an account is accurate (to your knowledge) and up to date.
3.2 You confirm that you have the authority to bind the business on whose behalf you place an order for Products or Services.
4. CONTRACT FORMATION
4.1 To purchase Products through our website, you must login to your account on our website. Once you have logged in, the website will guide you through the steps you need to take to place any order with us. Our order process allows you to check and amend any errors before submitting your order. Please take the time to check the details of your order are correct before submitting it. Placing an order constitutes an offer by you to purchase Products on these Terms and acceptance of your order will only take place in accordance with clause
4.2 You can also place orders for Products by telephone, email or EDI. Any such telephone conversation, email or EDI order shall constitute an offer by you to purchase Products on these Terms. Your order will only be accepted in accordance with clause.
4.3 If we are unable to supply you with a Product, for example because that Product is not in stock or no longer available, we will inform you of this by email or telephone. You will have the right to cancel your order at this point. If we are unable to contact you, we will process your order in so far as it contains Products that we are able to supply. Your offer to purchase the Products we are unable to supply will remain valid unless you choose to cancel it and we will supply any such Products as soon as they become available. Where any Product that you have ordered becomes permanently unavailable (e.g. because the manufacturer stops making it), we will inform you of this and either suggest a suitable alternative Product to you, or cancel your order. If you paid for such Product on placing your order, we will refund you for that Product.
4.4 Subject to clause 4.5, your order will be accepted when we send you an email that confirms that the Products have been dispatched (Dispatch Confirmation). The Contract between us will only be formed when we send you a Dispatch Confirmation. We may dispatch the Products in instalments. Each instalment shall constitute a separate contract formed when we send you a Dispatch Confirmation for that instalment and, except where payment is made at the time of placing an order, we will invoice for each instalment separately.
4.5 Where you have requested that we deliver the Products directly to your end customer(s), the Contract (in respect of such Products) will be deemed formed when we send you an email that confirms that such Products are reserved for your customer(s) (Reservation Confirmation).
5. DELIVERY
5.1 We shall deliver the Products to the delivery address(es) specified by you when placing your order (Delivery Location). Where you are reselling the Products and would like us to deliver the Products directly to your customer, you must notify us when placing your order. Please note that when placing an order on our website, you will only be able to specify one Delivery Location. You will need to place a separate order for each Delivery Location you require Products to be delivered to.
5.2 Delivery of Products shall be completed on the Products’ arrival at the Delivery Location.
5.3 All delivery times given are estimates only and the time of delivery is not of the essence. We shall not be liable for any delay in delivery of the Products.
5.4 If we fail to deliver the Products, our liability shall be limited to replacing the Products within a reasonable time or issuing a full refund in respect of the Products that we failed to deliver (including any delivery charges paid). We shall have no liability for the any failure to deliver the Products to the extent that such failure is caused by a Force Majeure Event or your failure to provide us with adequate delivery address details or delivery instructions or any other instructions that are relevant to the supply of the Products.
5.5 If you would like to report an issue with any Products which are delivered, or seek a credit note in the event that any Delivery is defective you must: in the event that any Products are damaged on Delivery, ensure that such damaged Products are noted and signed for on delivery to be DAMAGED and reported to us within 24 hours of Delivery. Photographic evidence of the damage will also be required; in the case of non-delivery or shortage of goods against those ordered, report such shortage or non-delivery within 24 hours of the expected time of Delivery; and in the case of mis-picked products or products received in error, report such error within 24 hours of Delivery and provide details of the items you have received incorrectly.
6. INTERNATIONAL DELIVERY
6.1 If you order Products from our website for international delivery, your order may be subject to import duties and taxes which are applied when the delivery reaches that destination. We have no control over these charges and we cannot predict their amount.
6.2 You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your order.
6.3 You must comply with all applicable laws and regulations of the country for which the Products are destined. Many of the Products we sell are subject to export licence control and you must ensure that you comply with the laws in force at the time when reselling any Products (including, but not limited to, the Export of Goods Control Order 1994). We will not be liable or responsible if you break any such law.
7. TITLE AND RISK
7.1 Risk in the Products shall pass to you on completion of delivery. Where Products are delivered in instalments, or any of the Products are to be delivered directly to your customers, risk in each of the Products shall pass individually on completion of delivery of that particular Product to the Delivery Location.
7.2 Title to the Products shall not pass to you until we receive in full all sums due in respect of the Products and all other sums which are due, and have become payable (including sums payable in respect of other contracts between you and us, interest, handling charges and any damages due), in which case title shall pass at the time of payment of all such sums; or, if earlier you resell the Products, in which case title to the Products shall pass to you at the time specified in clause 7.4.
7.3 Subject to clause 7.5, until title to the Products has passed to you,
• You shall store the Products separately from all other products you hold so that they remain identifiable as our Products.
• And not remove, deface or obscure any identifying mark or packaging on or relating to the Products.
• Maintain the Products in satisfactory condition and keep them insured against all risks for their full price from the date of delivery.
• Notify us immediately if you become subject to any of the events listed in clause14.2
• And give us such information relating to the Products as we request from time to time.
7.4 Subject to clause 7.5, you may resell or use the Products in the ordinary course of your business (but not otherwise) before we receive payment for the Products. However, if you resell the Products before that time:
• You do so as principal and not as our agent
• And title to the specific Products resold shall pass from us to you immediately before the time at which the resale by you occurs.
7.5 If, before title to the Products passes to you, you become subject to any of the events listed in clause 14.2 then, without limiting any other right or remedy we may have your right to resell the Products or use them in the ordinary course of business ceases immediately; and we may, at any time require you to deliver up all Products in your possession which have not been resold, or irrevocably incorporated into another product. And if you fail to do so promptly, enter any of your premises, or the premises of any third party where the Products are stored in order to recover them and you shall be deemed to have granted us a licence to do so.
8. PRICE
8.1 The price of the Products shall be:
(a) for orders placed on our website, the price set out on the final order page on our website;
(b) for email orders, the price set out on the last email sent by us to you which references the final agreed price of the Products;
(c) for EDI orders, the price set out on the latest EDI price list made available by us to you (unless specifically agreed otherwise, in which case, the price agreed between the parties and confirmed by us in writing will be the price of the Products); and
(d) for telephone orders, the price agreed between us and you during the telephone call in which the order is placed.
8.2 Prices for our Products may change from time to time, but changes will not affect any order you have already placed, except that we may, by giving notice to you at any time prior to delivery, increase the price of the Products to reflect any increase in the cost of the Products that is due to:
(a) any factor beyond our control (including foreign exchange fluctuations, increases in taxes and duties, and the manufacturer’s prices;
(b) any request by you to change the delivery date(s), delivery address(es), or the quantities or types of Products ordered; or
(c) any delay caused by any instruction by you or failure to give us adequate or accurate information or instructions (including delivery address(es)).
8.3 The price of the Products is exclusive of value added tax (VAT). You shall, on receipt of our VAT invoice, pay us such additional amounts in respect of VAT as are chargeable on the supply of the Products at the rate then in force.
8.4 The price of the Products is also exclusive of delivery charges (unless specifically agreed with us otherwise). We will notify you of the delivery charge that applies when you place your order and the applicable delivery charge shall be determined in the same way as the price in accordance with clause 8.1.
8.5 We sell a large number of Products and it is possible that some of our Products may be incorrectly priced on our website/EDI price list/in our brochures. If we discover an error in the price of the Products you have ordered (as displayed in accordance with clause 9.1) we will contact you to inform you of this error. If you paid for the Products at the time of placing the order, your order will be automatically cancelled and we will issue you with a refund. You will need to place a new order for the Products if you wish to order the Products at the correct price. If you did not pay for the Products at the time of placing your order and we are unable to contact you using the contact details you provided during the ordering process within 5 Business Days of discovering the pricing error, we will treat the order as confirmed at the correct price and notify you in writing. Please note that if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mis pricing, we do not have to provide the Products to you at the incorrect (lower) price.
8.6 Where you have not paid for the Products at the time of placing your order, we may submit an invoice to you by email at any point from the time we send the Dispatch Confirmation or Reservation Confirmation to you. You shall pay the invoice in full and in cleared funds by the last Business Day of the month following the month in which the Dispatch Confirmation or Reservation Confirmation was sent to you (Due Date). Payment shall be made to the bank account nominated in writing by us, by direct debit (subject to a direct debit mandate having been completed) or by cheque. Please note that any payment by cheque must be in cleared funds by the Due Date. Time of payment is of the essence.
8.7 If you fail to make any payment due to us under the Contract by the due date for payment, then you shall pay:
(a) interest on the overdue amount at the rate of 3.5% per annum above Bank of England base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. You shall pay the interest together with the overdue amount; and
(b) all costs and expenses reasonably incurred by us or on our behalf in recovering the overdue amount and interest referred to in this clause 8.7 from you, including (without limitation) legal costs and all other professional costs and expenses.
8.8 If any amount payable to us by you remains unpaid for 30 days or more from the Due Date, then all invoices then in existence under your account (whether or not due for payment), shall become immediately payable.
8.9 You shall pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (except for any deduction or withholding required by law). We may at any time, without limiting any other rights or remedies we may have, set off any amount owing to us by you against any amount payable by us to you.
9. GUARANTEES AND WARRANTIES
9.1 The Products we sell are not manufactured by us and each manufacturer provides different guarantees or warranties in respect of their Products. We shall assign any Product guarantee or warranty rights which we have against the manufacturer of the Product to you. Please refer to the Product information on our website/in our brochure for confirmation of the guarantee or warranty provided with the Product. For details of the applicable terms and conditions of such guarantee or warranty, please refer to the manufacturer’s website, details of which will be stated on the relevant Product page of our website/brochure.
9.2 We warrant that such Products will materially comply with the Specification on delivery. Please note that there may be minor variations between a Product and its Specification and we do not give any guarantee or warranty in this respect.
9.3 Except as specifically set out in these Terms, the Products are sold without guarantees, conditions or warranties and as far as legally possible, we expressly exclude all conditions, warranties and other terms which might be implied by law.
10. FAULTY PRODUCTS
10.1 We will repair or replace (at our option) certain Products with which you encounter a fault (including a physical defector issue with the performance of the Product) (Defective Product). We will not provide a remedy for all Defective Products and the availability of a remedy from us (as opposed to the manufacturer) varies depending on the category and make of the Product concerned. Further details (including whether a remedy is available and the time periods during which we will consider repairing or replacing a Defective Product) are available on request. Please contact us using the contact details set out in clause 17.2 to obtain more information.
10.2 To the extent that a remedy is available, you must notify us immediately (and not later than 2 Business Days after discovering that the Product is a Defective Product), with details of the fault or defect. We will, at our option, repair or replace such Defective Product. This shall be your sole and exclusive remedy in respect of any Defective Product.
10.3 To the extent that no remedy is available from us, you will need to rely on the manufacturer’s guarantee and/or warranty provided with the Product (if any).
10.4 Where a Product does not materially conform with the Specification (Non- conforming Product), you must notify us within 30 days of the Product being delivered, with details of the non-conformance. We shall, at our option, replace the Non-conforming Product with a Product that does materially comply with the Specification or issue a refund for the amount paid in respect of the Non-conforming Product.You must return the Non-conforming Product back to us within 5 Business Days of notifying us that the Product does not materially comply with its Specification. Any replacement Product or refund will only be issued once we have received the returned Product.This right does not extend to non-material deviations from the Specification. If we agree to issue a refund, we will do so within 30 days of the last Business Day of the month following the month in which the returned Non-conforming Product is received by us.
10.5 You are responsible for the costs of returning a Defective Product or Non-conforming Product to us.
10.6 Any Defective Product or Non-conforming Product that you return to us is at your risk until we receive it.
10.7 Where we determine (acting reasonably) that any Product that you have returned to us as a Defective Product or Non-conforming Product is of satisfactory quality (including where no fault/defect exists, the fault/defect was likely caused by your misuse of the Product or the Product does materially comply with its Specification), you shall not be entitled to any remedy and you will be responsible for collecting the Products from us
11. RETURN OF PRODUCTS
11.1 In addition to your rights in respect of Defective Products and Non-conforming Products, we allow you to return some Products without providing a reason. Please contact us using the contact details set out in clause 17.2 for more information (including on which Products we allow you to return and the time limits for return). This is a discretionary right and not all Products carry the right to return.
11.2 Except where you have a right to return a Defective Product or Non-conforming Product, we will not accept any returns unless they are notified to us in writing by e- mail or through the online returns facility on our website within the time period specified for that particular Product (available on request). You will need to provide details of the Product you wish to return, the invoice number and date (Returns Notification). We will accept or deny the return in writing within 10 BusinessDays of receiving the Returns Notification and, where we accept the return, we shall provide a returns authorisation number.
11.3 Authorisation to return hardware Products will only be granted by us if the Product is complete with all its accessories, cables and manuals and is in an unused, brand new condition in its original, undamaged packaging. Authorisation to return software Products will only be granted where the software is unopened and sealed in its original, undamaged packaging.
11.4 Except where a Product is a Defective Product or Non-conforming Product, you will have no right to return a Product which you have resold.
11.5 Where we have authorised you to return a Product which is not Defective or Non- Conforming then the Product must be returned (at your cost), marked with the returns authorisation number, within 10 Business Days of the date we send such authorisation. You will remain liable for the Products until they are received by us.
11.6 We will only provide a credit note for Products returned under clause 11.5 if the following conditions are complied with:
(a) the Products returned are in their original inner and outer packaging and none of the packaging shall have been written upon or been defaced or taped or had permanent labels attached;
(b) the Products returned are in otherwise satisfactory and pristine condition and may be re-sold at the same market price
(c) in the case of computer consumable Products, the outer seal has not been tampered with in any way. If you return such product(s) as faulty, you will only be granted a credit note if the manufacturer of such product(s) accepts that the product has not been misused, over loaded, incorrectly installed or incorrectly stored. In certain circumstances, a faulty product evaluation form, or other information requested by the manufacturer will be required from you before a credit not can be provided.
(d) Products must be packed appropriately for transport and you will be responsible for any damaged to the Product or its packaging which occur in transit. Any damage during transit may result in no credit note being provided.
(e) Where returned Products are not in acceptable condition or do not conform to the requirements for authorisation (in each case decided solely in our discretion), you will be notified and given 14 days to collect the Products from our premises. You will be responsible for collecting the Products from us, and if after 14 days, the Products have still not been collected then the goods will be disposed of. No credit note will be issued, and we will accept no liability for products disposed of in these circumstances.
11.7 We will refund you for the amount paid in respect of a returned Product (excluding the delivery charge) within 30 days of the last Business Day of the month following the month in which the returned Product is received by us.
11.8 We reserve the right to charge a 15% or £25 handling charge (whichever is greater) plus VAT on any returned Products (excluding Defective Products and Non- conforming Products). Where we exercise this right, we will deduct this handling charge from the amount refunded to you.
12. LIABILITY
Subject to clause 12.4, we will under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
(a) any loss of profits, sales, business, or revenue
(b) loss or corruption of data, information or software
(c) loss of business opportunity
(d) loss of anticipated savings
(e) loss of goodwill; or
(f) any indirect or consequential loss.
12.2 Subject to clause 12.4, our total aggregate liability to you in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the amount paid for the Products plus any delivery charge paid.
12.3 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Products. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Products are suitable for your (or your customers’) purposes.
12.4 Nothing in these Terms limits or excludes our liability for:
(a) fraud or fraudulent misrepresentation;
(b) breach of the terms implied by section 12 of the Sale of Goods Act 1979; or
(c) any matter in respect of which it would be unlawful for us to exclude or restrict liability.
13. FORCE MAJEURE
13.1 We shall not be liable to you for any delay or failure in the performance of our obligations under the Contract to the extent that such delay or failure results from circumstances, acts or events beyond our reasonable control, including without limitation, traffic, weather, war, terrorism, riots, civil unrest, fire, flood or other acts of God, industrial action, strikes or lock-outs, failure or delay of supplies of power, fuel, transport, equipment or other goods or services for which a substitute is not available (Force Majeure Event).
13.2 If a Force Majeure Event takes place that affects our ability to perform our obligations under the Contract, we will contact you as soon as reasonably practicable and our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Force Majeure Event.
13.3 You may cancel a Contract in respect of the Products delayed or not deliverable as a result of a Force Majeure Event which has continued for more than 30 days. To cancel, please contact us. If you opt to cancel, we will refund the price you have paid for the Products affected by the Force Majeure Event, including any delivery charges.
14. TERMINATION
14.1 We may terminate the Contract immediately on written notice where you: (a) are in material breach of the Contract and either such breach is irremediable or, where such breach is capable of remedy, you have not remedied such breach within 30 days of such notice. Any breach by you of clause 8.6 shall be deemed to be material and incapable of remedy; or
(b) become subject to any of the events listed in clause 14.2.
14.2 For the purposes of clause 14.1, the relevant events are:
(a) you suspend, or threaten to suspend, payment of your debts, or are unable to pay your debts as they fall due or admit inability to pay your debts, or (being a company or limited liability partnership) are deemed unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986, or (being a sole trader) are deemed either unable to pay your debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986, or (being a partnership) have any partner to whom any of the foregoing apply;
(b) you commence negotiations with all or any class of your creditors with a view to rescheduling any of your debts, or make a proposal for or enter into any compromise or arrangement with your creditors;
(c) (being a company) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of your company;
(d) (being a company) an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over your company;
(e) (being a company) the holder of a qualifying floating charge over your assets has become entitled to appoint or has appointed an administrative receiver;
(f) a person becomes entitled to appoint a receiver over your assets or a receiver is appointed over your assets;
(g) (being an individual) you are the subject of a bankruptcy petition or order;
(h) a creditor or encumbrancer of your business attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of your assets and such attachment or process is not discharged within 14 days;
(i) any event occurs, or proceeding is taken, with respect to you in any jurisdiction to which you are subject that has an effect equivalent or similar to any of the events mentioned in this clause14.2(a) to (f) (inclusive);
(j) you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business;
(k) your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy; and
(l) (being an individual) you die or, by reason of illness or incapacity (whether mental or physical), are incapable of managing your own affairs or becomes a patient under any mental health legislation.
14.3 On termination (for whatever reason):
(a) any amount payable under the Contract, and any sums due under any invoice then in existence under your account, shall become immediately payable; and
(b) clauses 7, 8, 12 and 14.3(a), and any other clauses which are expressly or by implication intended to come into force upon, or remain in force following, the termination of the Contract, shall survive termination and continue in force.
14.4 Termination of the Contract shall not affect any rights, remedies, obligations or liabilities of either party that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination.
15. VARIATION
15.1 We may amend these Terms from time to time.
15.2 Every time you order Products from us, the Terms in force at the time of your order will apply to the Contract between you and us.
15.3 If we have to revise these Terms as they apply to your order, we will contact you to give you reasonable advance notice of the changes and you shall have the right to cancel your order up to 5 Business Days after we have notified you of such changes. If you do not cancel your order within this time period, we will treat the order as confirmed and the Terms as amended will apply to your order.
16. GENERAL
16.1 Notices
Each notice or communication given in relation to the Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other in writing from time to time, and shall be delivered by hand, sent by pre-paid recorded delivery post, fax or e-mail. A notice shall be deemed to have been received: if delivered by hand, when left at the address referred to above; if sent by pre-paid recorded delivery, on the second Business Day after posting; or, if sent by fax or e-mail, one Business Day after transmission.
16.2 Assignment
You shall not transfer, assign, sub-contract, mortgage, charge or deal in any other manner with all of any of your rights under the Contract without our prior written consent (such consent not to be unreasonably withheld or delayed).
16.3 Waiver
A waiver of any right under the Contract is only effective if it is in writing and signed by an authorised officer of the waiving party, and it applies only to the circumstances for which it is given. Any failure by either party to enforce at any time and for any period any of the terms of, or rights arising pursuant to, theContract shall not be a waiver of such terms or rights, or of the right at any time subsequently to enforce all the terms of, and rights arising under, theContract.
16.4 Severance
If any part of theContract is found to be invalid, unenforceable or illegal it shall not affect the other parts, which shall remain in full force and effect.If theContract would be wholly valid, enforceable and legal (and would still give effect to the commercial intention of the parties) were that part deleted, that part shall be deemed deleted.
16.5 Third Party Rights
Nothing in the Contract shall confer any rights upon any person who is not a party to it, whether under the Contract (Rights of Third Parties) Act 1999 or otherwise.
16.6 Governing Law
The Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of England and Wales.The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with theContract or its subject matter or formation, save that we may, at our discretion, elect to bring a claim in the courts of any competent jurisdiction.
17.INFORMATION ABOUT US
17.1 We are TonersPlus Limited, Registered in England and Wales, company registered number 07818664 with its registered office at 9 Joiners Mews Southampton, Hampshire SO19 9SR. Our VAT number is 183880964.
17.2 You may contact us by telephoning our customer services team on 02380 970548 or by e-mailing us at info@tonerspls.co.uk. Please note that we do not accept formal notices served under these Terms by email.