• Customer mean the party identified as the Customer in this Agreement to whom Kingsfield may agree to supply products in accordance with these terms and conditions.
• Kingsfield means Kingsfield Computer Products Ltd, Kingsfield Centre, 4 Saxon Court, Northampton. NN1 1SR.
• Products means goods including but not limited to computer hardware and software items to be provided by Kingsfield to the Customer in accordance with these terms and conditions.

• All orders placed with Kingsfield by the Customer for Products shall constitute an offer to Kingsfield, under these terms and conditions, subject to availability of the Products and to acceptance of the order by Kingsfield's authorised representative.
• All orders are accepted and Products supplied subject to these express terms and conditions only. No amendment of these terms and conditions will be valid unless confirmed in writing on or after the date hereof by Kingsfield's authorised representative.
• It is agreed that these terms and conditions prevail over the Customer's terms and conditions of purchase unless these latter terms and conditions are amended by Kingsfield in writing and signed by Kingsfield.

• Any time quoted for despatch is to be treated as an estimate only, but despatch may be postponed because of conditions beyond Kingsfield's reasonable control, and in no event shall Kingsfield be liable for any damages or penalty for delay in despatch or delivery.
• Risk shall pass to the Customer at the time the Products are despatch by Kingsfield. Kingsfield accepts no liability for loss or damage caused by the carrier.
• If Products have not been received, the Customer must notify Kingsfield within 7 days of the date of the invoice. If proof of delivery is required, this must be requested within 14 days of the date of the invoice.

• Subject to point no.2 in SPECIFICATION OF PRODUCTS any request by the Customer for cancellation of any order or for rescheduling of deliveries will only be considered by Kingsfield if made at least 12 hours before despatch of the Products, and shall be subject to acceptance by Kingsfield at Kingsfield's sole discretion, and subject to a reasonable administration charge therefore by Kingsfield. The Customer hereby agree to identify Kingsfield against all loss, costs (including the cost of labour and materials used and overheads incurred), damages, charges and expenses arising out of the order and its cancellation or rescheduling.

• Catalogues, price lists and other advertising literature or material as used by Kingsfield are intended only as an indication as to price and range of goods offered and no prices, descriptions or other particulars contained therein shall be binding on Kingsfield.
• All prices are given by Kingsfield at the time of the order on an ex-works basis and the Customer is liable to pay for transport, packing and insurance.
• All quoted or listed prices are based on the cost to Kingsfield of supplying the Products to the Customer. If before delivery of the Products there occurs any increase in any way of such costs in respect of Products which have not yet been delivered, the price payable may be subject to amendment without notice at Kingsfield's discretion.
• All prices are exclusive of Value Added Tax and any similar taxes. All such taxes are payable by the Customer and will be applied in accordance with UK legislation in force at the tax point date.

• Invoices will be raised and dated by Kingsfield on the date of despatch of the Products. Unless otherwise specifically negotiated and agreed in writing, invoices will be payable by the Customer 30 days from the date of the invoice. Payments which are not received when payable will be considered overdue and remain payable by the Customer together with interest for late payment from the date payable at the rate of 4% per annum above the base for the time being of the National Westminster Bank Plc. Such interest shall accrue on a daily basis and be payable on demand after as well as before judgement.
• Kingsfield reserves the right to cease supplies of Products to the Customer at any time. On such cessation of supplies, Kingsfield reserves the right to withdraw any credit facility such that the whole of the Customer's account becomes due to payment forthwith.

• Kingsfield will not be liable in respect of any loss or damage caused by or resulting from any variation for whatsoever reason in the manufacturer's specifications or technical data and will not be responsible for any loss or damage resulting from curtailment or cessation of supply following such variation. Kingsfield will use its reasonable endeavours to advise the Customer of any such impending variation as soon as it receives any notice thereof from the manufacturer.
• Unless otherwise agreed, the Products are supplied in accordance with the manufacturer's standard specifications as these may be improved, substituted or modified. Kingsfield reserves the right to increase its quoted or listed price, or to charge accordingly in respect of any orders accepted for Products of non-standard specifications and in no circumstances will it consider cancellation of such orders or the return of the Products.

• Kingsfield reserves the right to levy an administration charge in respect of the rotation of Products and returns.
• Returns must be made subject to following:-
  • Prior authority having been obtained from Kingsfield which will be given at Kingsfield's sole discretion
  • Within 30 days of the date of the invoice
  • Subject to stock rotation policy
  • The Product must be in original packaging
  • The Product must be in a saleable condition
  • The Product must be accompanied by a detailed packing list
  • The Product is covered by warranty
• Kingsfield reserves the right to reject any Products returned which do not comply with the conditions set out in above list
• If Kingsfield nevertheless agree to accept any Products returned in a non-saleable condition, Kingsfield reserves the right to charge the cost to the Customer of bringing the Products to a saleable condition

• Kingsfield warrants that it has good title to or licence to supply all products to the Customer
• If any part of the hardware Products should prove defective in materials or workmanship under normal operation or service, such Products will be repaired or replaced only in accordance with any warranty cover and the terms provided by the manufacturer of the Products PROVIDED THAT no unauthorised modifications to the Product or to the system of which the Product forms part have taken place. Kingsfield is not responsible for the cost of labour or other expenses incurred in repairing or replacing defective or non conforming parts
• All software Products supplied here under are supplied as is and the sole obligation of Kingsfield in connection with the supply of software Products is to use all reasonable endeavours to obtain and supply a corrected version form the manufacturer concerned in the event that any such software Product should fail to conform to its product description PROVIDED ALWAYS THAT the Customer notifies Kingsfield of any such nonconformity within 30 days of the date of delivery of the applicable software Product
• If the Products are rejected by the Customer as not being in accordance with the Customer's order pursuant to Point 1 & 2, Kingsfield will only accept the return of such Products provided that it receives written notification thereof giving detailed reasons for rejection. Kingsfield will not consider any claim for compensation, indemnity or refund until liability, if any, has been established or agreed with the manufacturer and where applicable the insurance company. Under no circumstances shall the Invoiced Products be deducted or set off by the Customer until Kingsfield has passed a corresponding credit note
• EXCEPT AS SPECIFICALLY SET OUT IN THIS POINT, KINGSFIELD DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, BE STATUTE OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF DESCRIPTION, DESIGN, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OR ARISING FROM ANY PREVIOUS COURSE OF DEALING, USAGE OR TRADE PRACTICE

This agreement may be termination forthwith by notice in writing:

• By Kingsfield if the Customer fails to pay any sums due hereunder by the due date notwithstanding the provisions for late payment in Payment Terms
• If either party fails to perform any of its obligations under this Agreement and such failure continues for a period of 14 days after written notice thereof, by the other party
• If either party is involved in any legal proceedings concerning its solvency, or ceases trading, or commits an act of bankruptcy or is adjudicated bankrupt or enters into liquidation, whether compulsory or voluntary, other than for the purposes of an amalgamation or reconstruction, or makes an arrangement with its creditors or petitions for an administration order or has a Receiver or manager appointed over all or any part of its assets or generally becomes unable to pay its debts within the meaning of Section 123 of Insolvency Act 1986, then without prejudice to any other right to terminate this agreement forthwith
• Any termination of this agreement pursuant to this point shall be without prejudice to any other rights or remedies a party may be entitled to hereunder or at law, and shall not affect any accrued rights or liabilities of either party

• The heading in this Agreement are for ease of reference only and shall not affect its interpretation or construction
• No forbearance, delay or indulgence by either part in enforcing its respective rights shall prejudice or restrict the rights of that party, and no waiver of any such rights or of any breach of any contractual terms shall be deemed to be a waiver of any other right or any later breach
• The Customer agrees not to assign any of its rights herein without the prior written consent of Kingsfield
• In the event of any of these terms and conditions or any part of any of them being judged illegal or unenforceable for any reason, the continuation in full force and effect of the remainder of them shall not be prejudiced
• Neither party shall be liable to the other for any delay in or failure to perform its obligations hereunder (other than a payment of money) where such delay or failure results from force majeure, act of God, fire, explosion, accident, industrial dispute or any other cause beyond its reasonable control
• Any documents or notices given hereunder by either party to the other must be in writing and may be delivered personally or by recorded delivery or registered post and in the case of post will be deemed to have been given 2 working days after the date of posting. Documents or notices shall be delivered or sent to the addresses of the parties on the first page of this Agreement or to any other address notified in the normal course of trading in writing by either party to the other to the purpose of receiving documents or notices after the date of this Agreement
• These terms and conditions shall be governed and constructed in accordance with English Law

• Customer mean the party identified as the Customer in this Agreement to whom Kingsfield may agree to supply products in accordance with these terms and conditions.
• Kingsfield means Kingsfield Computer Products Ltd, Kingsfield Centre, Moulton Park, Northampton. NN3 6RB.
• Products means goods including but not limited to computer hardware and software items to be provided by Kingsfield to the Customer in accordance with these terms and conditions.

• All orders placed with Kingsfield by the Customer for Products shall constitute an offer to Kingsfield, under these terms and conditions, subject to availability of the Products and to acceptance of the order by Kingsfield's authorised representative.
• All orders are accepted and Products supplied subject to these express terms and conditions only. No amendment of these terms and conditions will be valid unless confirmed in writing on or after the date hereof by Kingsfield's authorised representative.
• It is agreed that these terms and conditions prevail over the Customer's terms and conditions of purchase unless these latter terms and conditions are amended by Kingsfield in writing and signed by Kingsfield.

• Any time quoted for despatch is to be treated as an estimate only, but despatch may be postponed because of conditions beyond Kingsfield's reasonable control, and in no event shall Kingsfield be liable for any damages or penalty for delay in despatch or delivery.
• Risk shall pass to the Customer at the time the Products are despatch by Kingsfield. Kingsfield accepts no liability for loss or damage caused by the carrier.
• If Products have not been received, the Customer must notify Kingsfield within 7 days of the date of the invoice. If proof of delivery is required, this must be requested within 14 days of the date of the invoice.

• Subject to point no.2 in SPECIFICATION OF PRODUCTS any request by the Customer for cancellation of any order or for rescheduling of deliveries will only be considered by Kingsfield if made at least 12 hours before despatch of the Products, and shall be subject to acceptance by Kingsfield at Kingsfield's sole discretion, and subject to a reasonable administration charge therefore by Kingsfield. The Customer hereby agree to identify Kingsfield against all loss, costs (including the cost of labour and materials used and overheads incurred), damages, charges and expenses arising out of the order and its cancellation or rescheduling.

• Catalogues, price lists and other advertising literature or material as used by Kingsfield are intended only as an indication as to price and range of goods offered and no prices, descriptions or other particulars contained therein shall be binding on Kingsfield.
• All prices are given by Kingsfield at the time of the order on an ex-works basis and the Customer is liable to pay for transport, packing and insurance.
• All quoted or listed prices are based on the cost to Kingsfield of supplying the Products to the Customer. If before delivery of the Products there occurs any increase in any way of such costs in respect of Products which have not yet been delivered, the price payable may be subject to amendment without notice at Kingsfield's discretion.
• All prices are exclusive of Value Added Tax and any similar taxes. All such taxes are payable by the Customer and will be applied in accordance with UK legislation in force at the tax point date.

• Invoices will be raised and dated by Kingsfield on the date of despatch of the Products. Unless otherwise specifically negotiated and agreed in writing, invoices will be payable by the Customer 30 days from the date of the invoice. Payments which are not received when payable will be considered overdue and remain payable by the Customer together with interest for late payment from the date payable at the rate of 4% per annum above the base for the time being of the National Westminster Bank Plc. Such interest shall accrue on a daily basis and be payable on demand after as well as before judgement.
• Kingsfield reserves the right to cease supplies of Products to the Customer at any time. On such cessation of supplies, Kingsfield reserves the right to withdraw any credit facility such that the whole of the Customer's account becomes due to payment forthwith.

• Kingsfield will not be liable in respect of any loss or damage caused by or resulting from any variation for whatsoever reason in the manufacturer's specifications or technical data and will not be responsible for any loss or damage resulting from curtailment or cessation of supply following such variation. Kingsfield will use its reasonable endeavours to advise the Customer of any such impending variation as soon as it receives any notice thereof from the manufacturer.
• Unless otherwise agreed, the Products are supplied in accordance with the manufacturer's standard specifications as these may be improved, substituted or modified. Kingsfield reserves the right to increase its quoted or listed price, or to charge accordingly in respect of any orders accepted for Products of non-standard specifications and in no circumstances will it consider cancellation of such orders or the return of the Products.

• Kingsfield reserves the right to levy an administration charge in respect of the rotation of Products and returns.
• Returns must be made subject to following:-
  • Prior authority having been obtained from Kingsfield which will be given at Kingsfield's sole discretion
  • Within 30 days of the date of the invoice
  • Subject to stock rotation policy
  • The Product must be in original packaging
  • The Product must be in a saleable condition
  • The Product must be accompanied by a detailed packing list
  • The Product is covered by warranty
• Kingsfield reserves the right to reject any Products returned which do not comply with the conditions set out in above list
• If Kingsfield nevertheless agree to accept any Products returned in a non-saleable condition, Kingsfield reserves the right to charge the cost to the Customer of bringing the Products to a saleable condition

• Kingsfield warrants that it has good title to or licence to supply all products to the Customer
• If any part of the hardware Products should prove defective in materials or workmanship under normal operation or service, such Products will be repaired or replaced only in accordance with any warranty cover and the terms provided by the manufacturer of the Products PROVIDED THAT no unauthorised modifications to the Product or to the system of which the Product forms part have taken place. Kingsfield is not responsible for the cost of labour or other expenses incurred in repairing or replacing defective or non conforming parts
• All software Products supplied here under are supplied as is and the sole obligation of Kingsfield in connection with the supply of software Products is to use all reasonable endeavours to obtain and supply a corrected version form the manufacturer concerned in the event that any such software Product should fail to conform to its product description PROVIDED ALWAYS THAT the Customer notifies Kingsfield of any such nonconformity within 30 days of the date of delivery of the applicable software Product
• If the Products are rejected by the Customer as not being in accordance with the Customer's order pursuant to Point 1 & 2, Kingsfield will only accept the return of such Products provided that it receives written notification thereof giving detailed reasons for rejection. Kingsfield will not consider any claim for compensation, indemnity or refund until liability, if any, has been established or agreed with the manufacturer and where applicable the insurance company. Under no circumstances shall the Invoiced Products be deducted or set off by the Customer until Kingsfield has passed a corresponding credit note
• EXCEPT AS SPECIFICALLY SET OUT IN THIS POINT, KINGSFIELD DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, BE STATUTE OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF DESCRIPTION, DESIGN, MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OR ARISING FROM ANY PREVIOUS COURSE OF DEALING, USAGE OR TRADE PRACTICE

This agreement may be termination forthwith by notice in writing:

• By Kingsfield if the Customer fails to pay any sums due hereunder by the due date notwithstanding the provisions for late payment in Payment Terms
• If either party fails to perform any of its obligations under this Agreement and such failure continues for a period of 14 days after written notice thereof, by the other party
• If either party is involved in any legal proceedings concerning its solvency, or ceases trading, or commits an act of bankruptcy or is adjudicated bankrupt or enters into liquidation, whether compulsory or voluntary, other than for the purposes of an amalgamation or reconstruction, or makes an arrangement with its creditors or petitions for an administration order or has a Receiver or manager appointed over all or any part of its assets or generally becomes unable to pay its debts within the meaning of Section 123 of Insolvency Act 1986, then without prejudice to any other right to terminate this agreement forthwith
• Any termination of this agreement pursuant to this point shall be without prejudice to any other rights or remedies a party may be entitled to hereunder or at law, and shall not affect any accrued rights or liabilities of either party

• The heading in this Agreement are for ease of reference only and shall not affect its interpretation or construction
• No forbearance, delay or indulgence by either part in enforcing its respective rights shall prejudice or restrict the rights of that party, and no waiver of any such rights or of any breach of any contractual terms shall be deemed to be a waiver of any other right or any later breach
• The Customer agrees not to assign any of its rights herein without the prior written consent of Kingsfield
• In the event of any of these terms and conditions or any part of any of them being judged illegal or unenforceable for any reason, the continuation in full force and effect of the remainder of them shall not be prejudiced
• Neither party shall be liable to the other for any delay in or failure to perform its obligations hereunder (other than a payment of money) where such delay or failure results from force majeure, act of God, fire, explosion, accident, industrial dispute or any other cause beyond its reasonable control
• Any documents or notices given hereunder by either party to the other must be in writing and may be delivered personally or by recorded delivery or registered post and in the case of post will be deemed to have been given 2 working days after the date of posting. Documents or notices shall be delivered or sent to the addresses of the parties on the first page of this Agreement or to any other address notified in the normal course of trading in writing by either party to the other to the purpose of receiving documents or notices after the date of this Agreement
• These terms and conditions shall be governed and constructed in accordance with English Law