1. INTERPRETATION

1.1 In these conditions the following words have the following meanings:
“Client” means the person, firm or company who purchases the services or goods from the Company;
“Communications Media” means e-mail, fax, text media (SMS) and voice services;
“Company” means Anglia Computer Solutions Business Ltd;
“Contract” means any contract between the Company and the Client for the sale and purchase of Services or Goods, incorporating these conditions;
“Destination” means the e-mail address, fax number or other reference information used in the Communications Media;
“Network” means the data network operated by British Telecommunications Plc or any other licensed data network operator;
“Subject Material” means material to be transmitted and/or received by the Company in the course of the provision of the Services;
“Services” means the transmission of the Subject Material via the Communications Media to the Target Group, or any IT, broadband, telecoms or related service supplied by the Company;
“Goods” means any physical equipment, hardware, devices or products supplied by the Company, including but not limited to PCs, laptops, servers, networking equipment, CCTV, telephony equipment and related hardware;
“System” means the system operated by the Company for the provision of the Services;
“Target Group” means the persons or Destinations to which the Subject Material may be sent.

1.2 References to statutes include amendments, replacements or re-enactments.
1.3 References to the masculine include the feminine and vice versa; singular includes plural.
1.4 Headings do not affect interpretation.

2. APPLICATION OF TERMS

2.1 These Conditions apply to all the Company’s sales and services to the exclusion of all other terms.
2.2 No terms provided by the Client shall apply unless expressly agreed in writing.
2.3 Any variation must be agreed in writing by an authorised representative.
2.4 Each order shall be an offer by the Client subject to these Conditions.
2.5 No order is accepted until confirmed in writing or the Company performs the Services or delivers the Goods.
2.6 Quotations are valid for 7 days unless withdrawn.

3. CLIENT’S OBLIGATIONS

The Client undertakes to:

3.1.1 Ensure order information is complete and accurate.
3.1.2 Provide Subject Material in requested formats where applicable.
3.1.3 Ensure Target Group data is at least 75% accurate.
3.1.4 Ensure Subject Material complies with all legal and regulatory requirements.
3.1.5 Comply with all telecommunications legislation.
3.1.6 Obtain all licences or consents for the use of Subject Material.
3.1.7 Not use the Services for unlawful or improper purposes.
3.1.8 Not damage persons, property, the System or Services.
3.1.9 Indemnify the Company against all losses arising from a breach of these Conditions.
3.1.10 Ensure relevant computers/systems are online and accessible for maintenance where required.

4. COMPANY OBLIGATIONS

4.1 Use reasonable endeavours to maintain the availability of the Services.
4.2 Update Target Group lists where required.
4.3 Comply with data protection legislation (as Data Processor where applicable).

5. PERFORMANCE OF SERVICES

5.1 Services will be performed at the Company’s premises unless agreed otherwise.
5.2 Dates for performance are estimates only.
5.3 No guarantee is given regarding responses from Target Groups.
5.4 The Company may refuse to transmit any Subject Material that:
5.4.1 breaches legislation,
5.4.2 differs materially from previously approved content, or
5.4.3 is abusive, discriminatory or defamatory.

6. NON-PERFORMANCE

6.1 Any report produced by the Company is conclusive evidence of performance unless proven otherwise.

7. SUSPENSION

The Company may suspend the Services if:

7.1.1 The Client breaches these Conditions;
7.1.2 The Client impairs the System or Services;
7.1.3 Technical issues outside the Company’s control occur;
7.1.4 System improvements or modifications are required.

8. RETENTION OF TITLE (ROT)

8.1 Title to all Goods supplied shall remain the property of Anglia Computer Solutions Business Ltd until payment in full has been received in cleared funds.

8.2 Risk in the Goods passes to the Client on delivery, but ownership does not.

8.3 Until payment is made in full, the Client shall:

8.3.1 Hold the Goods as bailee for the Company;
8.3.2 Keep the Goods separate, identifiable and in good condition;
8.3.3 Not remove, deface or obscure identifying marks or serial numbers;
8.3.4 Allow the Company access, upon reasonable notice, to inspect the Goods.

8.4 In the event of:

  • non-payment,
  • late payment,
  • insolvency,
  • the appointment of administrators, liquidators or receivers, or
  • the Company reasonably believing any of the above may occur,

the Company may enter the Client’s premises to recover Goods to which it retains title, and the Client irrevocably authorises such access.

8.5 The Client must not sell, dispose of or pledge the Goods before payment unless expressly agreed in writing.

8.6 If Goods are sold or otherwise disposed of before payment (with permission), the Client agrees:

  • the Company’s title transfers to the proceeds of sale, and
  • the Client shall hold those proceeds on trust for the Company.

8.7 Late payments over 30 days will incur statutory interest and charges under the Late Payment of Commercial Debts (Interest) Act 1998, including a minimum charge of £40 plus applicable interest.