1. GENERAL
AB4 Ltd (incorporating Concept Office) is pleased to accept sales orders subject to the Terms and Conditions set out below. These conditions apply to all the sales of goods by AB4 Ltd and represent the only basis upon which goods can be supplied unless varied by express agreement in writing signed by both the customer and a director of AB4 Ltd.
AB4 Ltd accepts emails as “in writing” providing a proof of send can be supplied by the customer if requested. Should these Terms and Conditions contradict any standard Terms and Conditions of the customers then these Terms and Conditions shall prevail.
AB4 Ltd.’s employees or agents are not authorised to make any representations concerning the goods unless confirmed by AB4 Ltd in writing. In entering into the contract the customer acknowledges that it does not rely on, and waives any claim for breach of, any such representations which are not so confirmed.
Any advice or recommendation given by AB4 Ltd or its employees or agents to the customer or its employees or agents as to the storage, application or use of the goods which is not confirmed in writing by AB4 Ltd is followed or acted upon entirely at the customers own risk, and accordingly AB4 Ltd shall not be liable for any such advice or recommendation which is not so confirmed.
These terms replace any previous editions of terms previously applicable and shall apply to all future dealings and contracts between AB4 Ltd and its customers. The entering into by a customer of a contract on these terms shall also be deemed to constitute acceptance by the customer that these terms shall apply to all previous contracts insofar as such contracts remain in part unperformed and in substitution for any provisions in such earlier contracts as are inconsistent with these terms.
AB4 Ltd’s Terms and Conditions are governed by England Law.

2. QUOTATIONS
A quotation by AB4 Ltd, either verbal or written, does not constitute an offer and AB4 Ltd reserves the right to withdraw or revise the same at any time prior to AB4 Ltd's acceptance of the customer’s order.
No order which has been accepted by AB4 Ltd may be cancelled by the customer except with the agreement in writing of AB4 Ltd and on terms that the customer shall indemnify AB4 Ltd in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by AB4 Ltd as a result of cancellation.
3. PRICES
All prices quoted are exclusive of Value Added Tax (VAT). VAT will be added to all invoices at the rate applicable on the tax point rate ruling on the date of VAT invoice. All prices quoted are valid for 30 days only or until earlier acceptance by the customer after which time they may be altered by AB4 Ltd without giving notice to the customer.

4. DELIVERY/SHORTAGE/DISCREPANCY
All deliveries are undertaken by AB4 Ltd or on behalf of AB4 Ltd by carrier or, AB4 Ltd's suppliers own vehicles. While every reasonable effort is undertaken to ensure delivery of an order within the agreed period (if stated), AB4 Ltd cannot be held liable for any loss caused by late delivery and such late delivery cannot be regarded as a breach of contract. Any date for delivery is to be treated as an estimate only and time shall not be of the essence.
(a)Unless otherwise expressly agreed in writing, AB4 Ltd may deliver in one or more instalments. Where deliveries are in instalments each instalment shall be treated as a separate contract. Payment in full must be made for each delivery within the payment terms outlined below. Where the goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by AB4 Ltd to deliver any one or more of the instalments in accordance with these conditions or any claim by the customer in respect of any one or more instalments shall not entitle the customer to treat the contract as a whole as repudiated.
(b)Goods will be delivered to the invoice address unless a separate delivery address is stated by the customer in writing. Unless stated in writing to AB4 Ltd it will be assumed that each delivery can be made to the customer without restriction of access between the hours of 8.30 a.m. and 5.30 p.m. Monday to Friday excluding bank holidays and with restricted deliveries between Christmas and New Year.
(c)Notification, giving full details of damage to, shortage or partial loss of goods in transit shall not be entertained by AB4 Ltd unless made within 24 hours of the date of delivery and confirmed in writing to AB4 Ltd within 48 hours of the date of the invoice.
(d)Proof of delivery (POD) must be requested by the customer in writing to AB4 Ltd within 48 hours of the date of invoice. AB4 Ltd will not entertain a belated request for a POD as reason for withholding or non-payment of a due invoice, and will be unable to provide such POD's.
(e)Where goods have been paid for by a customer but have not been "called off", that is called to be delivered to a customer/collected by him, such goods are sold on the basis that if the customer shall fail and/or refuse to call for delivery or collect the goods, such goods may be disposed of by AB4 Ltd after 12 months shall have elapsed from the date of payment. In such circumstances AB4 Ltd shall not be liable to account to the customer in respect of any such disposal or any proceeds thereof.

5. RETURNS
AB4 Ltd has the discretion (which it may exercise as it wishes) to accept the return of any of the Goods supplied to but not required by the Customer (upon such terms in respect of a handling charge of 20% of the invoiced value of the Goods returned or otherwise as AB4 Ltd may chose as set out below) and to issue a credit note in respect thereof. Any request by the Customer to AB4 Ltd to exercise such discretion must be made in accordance with the procedure and within the time periods set out in the claims procedure for returns.
(a)AB4 Ltd will only consider any claim by the Customer for a return if the provisions of this Returns Policy are complied with and the items to be returned are in their original inner and outer packaging and none of the packaging shall have been written upon, taped or had permanent labels attached and the items to be returned are in otherwise satisfactory and merchantable condition and may be re-sold at the price that would have been paid by the Customer; the items to be returned are of a type distributed by AB4 Ltd at the time of the claim; in the case of electronic office machines AB4 Ltd has a like remedy against the manufacturer thereof; in the case of dated products (but not including academic diaries) the return request is made by the 1st of December of the year previous to the year to which such dated products relate after which the product becomes non returnable regardless of when the product is ordered; and in the case of computer consumable products, the outer seal has not been tampered with in any way. If the Customer returns such product(s) as faulty, it 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 must be completed by the Customer.
(b)AB4 Ltd is entitled to charge the Customer for the cost of collecting the Goods no longer required, and / or for any carriage costs that it may incur for accepting the return of such Goods.
If the Customer returns the Goods within 1 - 15 Working Days from the date of delivery then AB4 Ltd reserves the right to charge a restock fee.
If the Customer returns the Goods within 16 – 30 Working Days from the date of delivery then AB4 Ltd shall charge the Customer a 20% restock fee.
If a return is accepted a credit note will be issued in the sum of that part of the purchase price paid in respect of the Goods returned less deductions of AB4 Ltd.’s costs. (c)AB4 Ltd will not accept the return of any electrical items which have been removed from its packaging or any food stuffs or food products.
The Customer may not return Bespoke Goods or any Goods marked as non-returnable. Including but not limited to: Print, Promotional Products, Furniture, Perishable goods, Specials

6. CLAIMS PROCEDURE FOR RETURNS
AB4 Ltd.’s customer sales office or services office must be notified of any claim in respect of any returns or request by post, facsimile, e-mail or by telephone specifying the reason giving rise to such claim or return. Notification must be made within the time limits set out below for each reason giving rise to a claim: (a) Where any product is no longer required - within 21 Working Days;
(b) Where a product was ordered and invoiced but an incorrect product was sent out due to picker error – within 48 hours;
(c) Where a product delivered to the Customer was not ordered by the Customer but invoiced to the Customer and delivered in error – within 48 hours.
(d)Where a product delivered to the Customer was not ordered by the Customer and has not been invoiced to the Customer or the product was over supplied - within 10 Working Days.
(e)Where such a claim or request is made by telephone it will only be considered by AB4 Ltd if an acknowledgement reference is obtained by the Customer and the claim or request is confirmed by post, facsimile or e-mail by the Customer within 48 hours quoting the acknowledgement reference.
AB4 Ltd will only consider a returns request in respect of any of the Goods if the following further information is given:
(a) the invoice number and/or the advice note number in respect of the Goods; the part number of the item (or any description that clearly identifies the item to be returned);
(b)The quantity of the Goods (expressed in AB4 Ltd.’s correct unit of sale) the subject of the returns request; and the reason for the returns request and the collections note number and/or the returns note number.

7. PAYMENT
(a)Unless otherwise agreed in writing and signed for and on behalf of AB4 Ltd, all invoices must be paid in full within 30 days of their date, without any deduction or set-off.
(b)Any extension of credit allowed to the customer may be changed or withdrawn by AB4 Ltd at any time.
(c)AB4 Ltd are entitled to charge interest on all overdue accounts at the rate of 3% per month or part thereof to run from the due date for payment until receipt by AB4 Ltd of the full amount, either before or after judgement.
(d)The customer is not entitled to withhold payment of any amount payable under the contract because of any disputed claims of the customer in respect of faulty goods or any other alleged breach of contract or for any reason where the Terms and Conditions herein have not been adhered to by the customer.
(e)AB4 Ltd operates a customer loyalty / ASDA point’s scheme and under which vouchers or other benefits can be paid to customers depending on the level of purchasers made from time to time. Details of the scheme are available on application.

8. WARRANTY/LIABILITY
(a)All goods supplied by AB4 Ltd are warranted by the manufacturer to be of sound workmanship and material and the customer is only entitled to the benefit of the manufacturer’s warranty or guarantee.
(b)AB4 Ltd's liability under these Terms and Conditions will be limited to the replacement, free repair or issue of credit against any goods acknowledged by AB4 Ltd and/or the manufacturer to be faulty, provided that such faults have not been caused by the customers misuse of the goods or neglect negligent handling or unpacking or failure to follow the manufacturer's instructions.
(c)All claims for faulty goods must be made in writing to AB4 Ltd within 48 hours of discovery of the fault, and always within 12 months of the date of the original invoice, and are accepted providing always that the goods are in a good condition, that the original packaging is intact and that the customer’s account is within terms. If delivery is not refused, and the customer does not notify AB4 Ltd accordingly, the customer shall not be entitled to reject the goods and AB4 Ltd shall have no liability for such defect or failure, and the customer shall be bound to pay the price as if the goods had been delivered in accordance with the contract.
(d)AB4 Ltd is in no way responsible or liable for consequential damage arising from the failure or defect of goods supplied by AB4 Ltd to the customer.
(e)All faulty, damaged or unwanted goods (goods ordered in error) must be stored separately until AB4 Ltd arrange for their collection. Such goods will not be accepted back at AB4 Ltd's premises. Any subsequent loss of goods being incorrectly returned to AB4 Ltd by the customer will render the customer liable for full and prompt payments for the goods, even if such returns have been signed for at AB4 Ltd.
(f)AB4 Ltd shall not in any circumstances whatsoever be liable for any incidental or consequential loss, expense or damage arising directly or indirectly out of goods supplied or by reason of any failure to supply goods ordered or by reason of any failure of the goods to comply with the customer’s order
or specifications.
(g)This clause applies if:- (i) the customer makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or (ii) an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the customer; or
(iii) the customer ceases, or threatens to cease, to carry on business; or
(iv)AB4 Ltd reasonably apprehends that any of the events mentioned above is about to occur in relation to the customer and notifies the customer accordingly. If this clause applies then, without prejudice to any other right or remedy available to AB4 Ltd, AB4 Ltd shall be entitled to cancel the contract or suspend any further deliveries under the contract without any liability to the customer, and if the goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangements to the contrary.
(h)Where any valid claim in respect of any of the goods which is based on any defect in the quality or condition of the goods or their failure to meet specification is notified to AB4 Ltd in accordance with these conditions, AB4 Ltd shall be entitled to replace the goods (or the part in question) free of charge or, at AB4 Ltd's sole discretion, refund to the customer the price of the goods (or a proportionate part of the price), but AB4 Ltd shall have no further liability to the customer. Any claim by the customer will only be accepted by AB4 Ltd provided that the goods in question have been returned to AB4 Ltd's premises and carriage paid before the date when payment for the goods is due.

9. TITLE
(a)All goods, whether delivered in full or part, remain the sole property of AB4 Ltd until paid in full by the customer.
(i)Notwithstanding delivery and the passing of risk in the goods, or any other provision of these conditions, the property in the goods shall not pass to the customer until AB4 Ltd has received in cash or cleared funds payment in full of the price of the goods and all other goods agreed to be sold by AB4 Ltd to the customer for which payment is then due.
(ii)Until such time as the property in the goods passes to the customer, the customer shall hold the goods as AB4 Ltd's fiduciary agent and bailee and shall keep the goods separate from those of the customer and third parties and properly stored and protected and insured and identified as AB4 Ltd's property. Until that time the customer shall be entitled to re-sell or use the goods in the ordinary course of its business, but shall account to AB4 Ltd for the proceeds of sale or otherwise of the goods, whether tangible or intangible, including insurance proceeds, and shall keep all such proceeds separate from any monies or property of the customer and third parties and, in the case of tangible proceeds, properly stored, protected and insured.
(iii)Until such time as the property in the goods passes to the customer (and provided the goods are still in existence and have not been re-sold), AB4 Ltd shall be entitled at any time to require the customer to deliver up the goods to AB4 Ltd and, if the customer fails to do so forthwith, to enter upon any premises of the customer or any third party where the goods are stored and repossess the goods.
(b)The risk of goods passes to the customer on delivery or if the customer wrongfully fails to take delivery of the goods, the risk of goods passes to the customer at the time when AB4 Ltd have tendered delivery of the goods. The customer must keep the goods fully insured until paid in full. Where goods supplied but not paid for in full be lost, destroyed or damaged, the customer is not entitled to delay payment to AB4 Ltd until having been paid by the insurer for the goods.
(c)It is the responsibility of the customer to store separately and to be able to clearly identify all goods delivered by AB4 Ltd but not paid for in full. (d)AB4 Ltd or its representatives may enter the customer’s premises or the premises of any third party where the goods are stored, without notice, to recover goods which have not been paid for in full and any costs incurred in recovery will be met by the customer.

10. FORCE MAJEURE
AB4 Ltd reserve the right to cancel an order or suspend or delay delivery without being liable for any loss or damage where such failure is due to circumstances beyond AB4 Ltd's reasonable control including, but not limited to, civil strife, riots, war, acts of God, fire, flood, lock outs and industrial disputes.
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