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Terms and Conditions
This website is operated by Electacourse a trading name of Clayton Partners Limited. As user of this website (referred to as "you/your") you acknowledge that any use of this website including any transactions you make ("use/using") is subject to our terms and conditions below (which includes any other important hyper-linked sections e.g. Privacy Policy. Please: read through these terms and conditions carefully before using this website print a copy for future reference, also read our Privacy Policy section regarding your personal information.
Interpretation
In these Terms and Conditions the following expressions will have the following meanings unless inconsistent with the context:
“Buyer” : the person(s), firm or company whose order for the Goods is accepted by the Company
“Company” : Clayton Partners Limited
“Consumer” : individual or entity who contracts otherwise than in the course of business to obtain goods or services from those who supply them in the course of a business
“Contract” : any contract between the Company and the Buyer for the sale and purchase of the Goods formed in accordance with Section 1
“Goods” : any Goods which the Company supplies to the Buyer (including any of them or any part of them) under a Contract
“Terms and Conditions” : the standard terms and conditions of sale set out in this document together with any special terms agreed in writing between the Buyer and the Company
1. Formation and Incorporation
1.1 All orders that you place on this website will be subject to acceptance in accordance with these Terms and Conditions.
1.2 Subject to any variation under Section 2.1, the Contract will be upon these Terms and Conditions, to the exclusion of all other terms and conditions and all previous oral or written representations including any terms or conditions which the Buyer purports to apply under any purchase order, confirmation of order or similar document, whether or not such document is referred to in the Contract.
1.3 Each order made via this Website will be deemed to be an offer by the Buyer to purchase Goods upon these Terms and Conditions. The Contract is formed when the order is received by the Company.
1.4 The 'confirmation' stage sets out the final details of your order. Following this, we will send to you an order acknowledgement e-mail detailing the products you have ordered. Please note that this e-mail is not an order confirmation or order acceptance from the Company
1.5 Acceptance of your order and the completion of the Contract between you and us will take place on despatch to you of the products ordered unless we have notified you that we do not accept your order or you have cancelled it (please refer to Returns and Refunds).
1.6 We do not file details of your order for you to subsequently access direct on this website, and therefore, please print out these Terms and Conditions and the order acknowledgement for your own records. If you wish to obtain specific details of your previous orders please Contact Us.
2. General
2.1 We reserve the right to change these Terms and Conditions at any time. Any such changes will take effect when posted on the website and it is your responsibility to read the terms and conditions on each occasion you use this website and your continued use of the website shall signify your acceptance to be bound by our Terms and Conditions.
2.2 If you are not a Consumer, you confirm that you have authority to bind any business on whose behalf you use this website.
3. Delivery
3.1 Electacourse aim to ship physical goods within 3 working days of receipt of order. Goods are dispatched by First Class mail unless otherwise stated. Digital downloads are available for download within minutes of payment having been accepted. The exceptions to this are service interruptions on the part of our merchant services and e-commerce providers’ services in which cases Electacourse will undertake best effort to facilitate downloads in so far as we are able to do so.
3.2 A signature by an adult aged 18 years or over may be requested on delivery.
3.3 Delivery of the Goods will be made at the Buyer’s premises.
3.4 Delivery of the Goods will be made during normal business hours. If the Buyer fails to take delivery or the Company is unable to gain access to the Buyer’s premises the Goods will be deemed to have been delivered and the Company, without prejudice to its other rights, may at its option:
3.4.1 Store or arrange for storage of the Goods until actual delivery or sale and charge the Buyer for all related costs and expenses; and/or
3.4.2 Following written notice to the Buyer, sell any of the Goods at the best price reasonably obtainable in the circumstances and charge the Buyer for any shortfall below the price under the Contract.
3.5 The Company will use reasonable endeavours to deliver each of the Buyer’s orders for the Goods within the time agreed when the Buyer places an order and, if no time is agreed, then within a reasonable time, but the time of delivery will not be of the essence. If, despite those endeavours, the Company is unable for any reason to fulfil any delivery or performance on the specified date, the Company will be deemed not to be in breach of the Contract, nor (for the avoidance of doubt) will the Company have any liability to the Buyer for direct, indirect or consequential loss (all three of which terms includes, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and like loss) howsoever caused (including as a result of negligence) by any delay or failure in delivery except as set out in this condition. Any delay in delivery will not entitle the Buyer to cancel the order unless and until the Buyer has given 14 days’ written notice to the Company requiring the delivery to be made and the Company has not fulfilled the delivery within that period. If the Buyer cancels the order in accordance with this Section 3.4 then:
3.5.1 The Company will refund to the Buyer any sums which the Buyer has paid to the Company in respect of that order or part of the order which has been cancelled; and
3.5.2 The Buyer will be under no liability to make any further payments under Section 4 in respect of that order or part of the order which has been cancelled.
3.6 Nothing in this Section 3 shall affect the rights of Buyers acting as Consumers as set out in Section 8.
4. Payment
4.1 We take payment from your card at the time we receive your order, once we have checked your card details and stock availability. Goods are subject to availability. In the event that we are unable to supply the goods, we will inform you of this as soon as possible. A full refund will be given where you have already paid for the goods.
4.2 The price you pay is the price displayed on this website at the time we receive your order apart from the following exception:
a) While we try and ensure that all prices on our website are accurate, errors may occur. If we discover an error in the price of goods you have ordered we will inform you as soon as possible and give you the option of reconfirming your order at the correct price or cancelling it. If we are unable to contact you we will treat the order as cancelled. If you cancel and you have already paid for the goods, you will receive a full refund.
4.3 Payment can be made by most major credit or debit cards and echeque.
4.4 Title to any products you order on this website shall pass to you on delivery of the products provided that we have processed and received payment in full for the products.
4.5 All prices are exclusive of any VAT and any other applicable sales tax or duty which will be added to the sum in question unless expressly stated otherwise.
4.6 Delivery of goods overseas may be subject to import duties and taxes, which are levied once the package reaches the specified destination. These duties, taxes and any additional charges for customs clearance must be borne by you; we have no control over these charges and cannot predict what they may be. Customs policies vary widely from country to country and you should contact your local customs office for further information.
5. Returns, Cancellations and Substitutions
5.1 In the unlikely event that you receive faulty or damaged goods, please refer to our Returns and Refunds section.
5.2 All sizes and measurements are approximate but we do try to make sure that they are as accurate as possible.
6. Intellectual Property
6.1 You acknowledge and agree that all copyright, trademarks and all other intellectual property rights in all materials and/or content made available as part of your use of this website shall remain at all times vested in us or our licensors. You are permitted to use this material only as expressly authorised by us or our licensors.
6.2 You acknowledge and agree that the material and content contained within this website is made available for your personal non-commercial use only and that you may only download such material and content for the purpose of using this website. You further acknowledge that any other use of the material and content of this website is strictly prohibited and you agree not to (and agree not to assist or facilitate any third party to) copy, reproduce, transmit, publish, display, distribute, commercially exploit or create derivative works of such material and content.
7.4 Subject to Section 7.2 above and Section 7.7 in relation to Consumers, other than as expressly provided in these Terms and Conditions with respect to specific products and except for the exclusive remedies set out at Section 5 above, any indemnities, warranties, terms and conditions (whether express or implied) are hereby excluded to the fullest extent permitted under applicable law.
7.5 Subject to Section 7.2 above, the Company will not be liable, in contract, tort (including, without limitation, negligence), pre-contract or other representations (other than fraudulent on negligent misrepresentations) or otherwise out of or in connection with the Terms and Conditions for any: economic losses (including without limitation loss of revenues, data, profits, contracts, business or anticipated savings); or economic losses (including without limitation loss of revenues, data, profits, contracts, business or anticipated savings); or loss of goodwill or reputation; or special or indirect losses suffered or incurred by that party arising out of or in connection with the provisions of any matter under these Terms and Conditions.
7.6 Notwithstanding the above, subject to Section 8 in relation to Consumers, the Company's aggregate liability (whether in contract, tort or otherwise) for loss or damage shall in any event be limited to a sum equal to the amount paid or payable by you for the product(s) in respect of one incident or series of incidents attributable to the same clause.
7.7 This clause does not affect your statutory rights as a Consumer, nor does it affect your contract cancellation rights.
7.8 We will take all reasonable precautions to keep the details of your order and payment secure, but, unless we are negligent, we cannot be held liable for any losses caused as a result of unauthorised access to information provided by you.
Warranty
7.9 The Company will, free of charge, within a period of 3 months from the date of delivery of Goods which are proved to the reasonable satisfaction of the Company to be damaged or defective due to defects in material, workmanship or design (other than a design made, furnished or specified by the Buyer), replace such Goods. This obligation will not apply where:
7.9.1 the Goods have been improperly altered in any way whatsoever, or have been subject to misuse;
7.9.1a the Goods have been supplied in electronic download format;
7.9.2 any maintenance requirements relating to the Goods have not been complied with;
7.9.3 any instructions as to storage and/or use of the Goods have not been complied with in all respects; or
7.9.4 the Buyer has failed to notify the Company of any defect or suspected defect within 14 days of delivery where the defect should be apparent on reasonable inspection, or within 14 days of the same coming to the knowledge of the Buyer where the defect is not one which should be apparent on reasonable inspection, and in any event no later than 3 months from the date of delivery.
7.10 The Company will refund to the Buyer the cost of carriage on the return of any such defective or damaged Goods, and will deliver any repaired or replacement Goods to the Buyer at the Company’s own expense.
7.11 Any Goods which have been replaced will belong to the Company. Any repaired or replacement Goods will be liable to repair or replacement under the terms specified in Condition 7.9 for the unexpired portion of the 3 month period from the original date of delivery of the replaced Goods.
Exclusion of Liability
7.12 In the event of any breach of the Company’s express obligations under Sections 3.4, 7.9, 7.10 and 7.11 above the remedies of the Buyer will be limited to damages.
7.13 The Company does not exclude its liability (if any) to the Buyer:
7.13.1 for breach of the Company’s obligations arising under Section 12 Sale of Goods Act 1979 or Section 2 Sale and Supply of Goods and Services Act 1982;
7.13.2 for personal injury or death resulting from the Company’s negligence;
7.13.3 under Section 2(3) Consumer Protection Act 1987;
7.13.4 for any matter which it would be illegal for the Company to exclude (or to attempt to exclude) its liability; or
7.13.5 for fraud.
7.14 Except as provided in Sections 3.4 and 7.9 to 7.13, the Company will be under no liability to the Buyer whatsoever (whether in contract, tort (including negligence), breach of statutory duty, restitution or otherwise) for any injury, death, damage or direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and like loss) howsoever caused arising out of or in connection with:
7.14.1 any of the Goods, or the manufacture or sale or supply, or failure or delay in supply, of the Goods by the Company or on the part of the Company’s employees, agents or sub- contractors;
7.14.2 any breach by the Company of any of the express or implied terms of the Contract; or
7.14.3 any statement made or not made, or advice given or not given, by or on behalf of the Company or otherwise under the Contract.
7.15 Except as set out in Sections 3.4 and 7.9 to 7.13, the Company hereby excludes to the fullest extent permissible in law, all conditions, warranties and stipulations, express (other than those set out in the Contract) or implied, statutory, customary or otherwise which, but for such exclusion, would or might subsist in favour of the Buyer.
7.16 The Buyer acknowledges that the above provisions of this Section 7 are reasonable and reflected in the price which would be higher without those provisions, and the Buyer will accept such risk and/or insure accordingly.
8. Terms relating to the Buyers acting as a Consumer
8.1 Goods supplied by the Company will remain free from defect in materials or caused by workmanship for a period of 12 months or longer if required by law from the date of delivery.
8.2 Buyers are required to inspect the Goods for the purpose of ascertaining whether or not at the time of delivery they are damaged or defective. Buyers are required to notify the Company as soon as is reasonably practical in the event that the Goods are found on inspection to be defective or damaged. The Company will repair or replace the Goods or refund the price paid for the Goods, at the Company’s option, in the event that it can be established to the Company’s reasonable satisfaction that the Goods are defective or were damaged prior to delivery.
8.3 The Company will aim to deliver the Goods within the time indicated by the Company in the Company’s acceptance of any order for Goods placed, but cannot give an exact delivery date. If the Goods have not been delivered within 30 days of the expected date of delivery, then the Buyer shall have the option to cancel the Contract and the Company will refund any monies paid for the Goods for which such cancellation applies. In respect of other rights regarding refunds, Buyers are referred to the Returns and Refunds section.
8.4 The Company’s liability for defective or damaged Goods shall be limited to repair or refund of the price payable for such Goods as set out within Section 8.2, subject always to such limitation in no way affecting the statutory rights of a Consumer as set out within the Unfair Contract Terms Act 1977; the Sale of Goods to Consumers Regulations 2002; the Consumer Protection Act 1987;
8.5 Notwithstanding any of the provisions set out above, the Company shall not exclude any of the implied terms set out within the Sale of Goods Act 1979 (as amended) and also shall not exclude its liability to any Buyers acting as Consumers:
8.5.1 for personal injury or death resulting from the Company’s negligence;
8.5.2 under Section 2(3) Consumer Protection Act 1987;
8.5.3 for any matter which it would be illegal for the Company to exclude (or to attempt to exclude) its liability; and
8.5.4 for fraud.
9. Force Majeure
The Company will not be liable to the Buyer for any failure or delay or for the consequences of any failure or delay in performance of the Contract, if it is due to any event beyond the reasonable control and contemplation of the Company including, without limitation, acts of God, war, industrial disputes, protests, fire, tempest, explosion, an act of terrorism and national emergencies and the Company will be entitled to a reasonable extension of time for performing such obligations.
10. Miscellaneous Provisions
10.1 Time for performance of all obligations of the Buyer is of the essence. Time for performance of all obligations of the Company is not of the essence.
10.2 The Contract between us shall be governed by the laws of the United Kingdom and any dispute between us will be resolved exclusively in the courts of United Kingdom. English is the only language offered for the conclusion of the contract.
10.3 The Company shall be under no liability for any delay or failure to deliver products or otherwise perform any obligation as specified in these Terms and Conditions if the same is wholly or partly caused whether directly or indirectly by circumstances beyond its reasonable control.
10.4 To provide increased value to our customers, we may provide links to other websites or resources for you to access at your sole discretion. You acknowledge and agree that, as you have chosen to enter the linked website we are not responsible for the availability of such external sites or resources, and do not review or endorse and are not responsible or liable, directly or indirectly, for:
10.4.1 the privacy practices of such websites;
10.4.2 the content of such websites, including (without limitation) any advertising, content, products, goods or other materials or services on or available from such websites or resources or
10.4.3 the use to which others make of these websites or resources, nor for any damage, loss or offence caused or alleged to be caused by, or in connection with, the use of or reliance on any such advertising, content, products, goods or other materials or services available on such external websites or resources.
10.5 You may not assign or sub-contract any of your rights or obligations under these terms and conditions or any related order for products to any third party unless agreed upon in writing by The Company .
10.6 The Company reserves the right to transfer, assign, novate or sub-contract the benefit of the whole or part of any of its rights or obligations under these Terms and Conditions or any related contract to any third party.
10.7 If any portion of these Terms and Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity or enforceability of the other sections of these Terms and Conditions shall not be affected.
10.8 These Terms and Conditions do not create or confer any rights or benefits enforceable by any person that is not a party (within the meaning of the U.K. Contracts (Rights of Third Parties) Act 1999) to these Terms and Conditions.
10.9 No delay or failure by the Company to exercise any powers, rights or remedies under these Terms and Conditions will operate as a waiver of them nor will any single or partial exercise of any such powers, rights or remedies preclude any other or further exercise of them. Any waiver to be effective must be in writing and signed by an authorised representative of The Company .
10.10 These Terms and Conditions including the documents or other sources referred to in these Terms and Conditions supersede all prior representations understandings and agreements between you and the Company relating to the use of this website (including the order of products) and sets forth the entire agreement and understanding between you and the Company for your use of this website
10.11 The Contract contains all the terms which the Company and the Buyer have agreed in relation to the Goods save in respect of where any software is supplied by the Company in which case the terms of the Company’s standard software licence agreement shall also apply. This Contract supersedes any prior written or oral agreements, representations or understandings between the parties relating to such Goods. The Buyer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Company which is not set out in the Contract.
Product Updates
Electacourse have a policy of continuous improvement. We regularly update our products. Updates are available as a free of charge download to customers who have purchased the same product that has been updated, within the previous six months. Customers who have purchased the product previous to six months and not more than 18 months previous, may be offered the update at a 50% discount off the usual selling price.
7. Liability and Indemnity
7.1 The provisions set out within this Section 7 do not apply to any Buyer who is deemed to be a Consumer in relation to the purchase of the Goods and such Buyers are expressly referred to the provisions of Section 8 of these Terms and Conditions.
7.2 Nothing in these Terms and Conditions excludes or limits liability for death or personal injury caused by negligence, fraudulent misrepresentation, or any other liability which may not otherwise be limited or excluded under applicable law.