Terms and Conditions

1. DEFINITIONS
In these Terms and Conditions
(a) The Company means QRTec Ltd. (Trading as Tec-RFID),
(b) The Purchaser includes the person, firm, corporation, company or any other body whatsoever
who places one or more orders with the company for the supply of goods or services and
(c) The Goods means goods or services supplied by the Company to the purchaser.
2. APPLICABLE TERMS
All orders whether made in writing, by telephone, by email or by other means are accepted, and all
goods are supplied subject only to the terms and conditions contained herein. Other terms and
conditions (including any written terms and conditions of the Purchaser) apply only if they are
confirmed in writing by the company and no variation of these terms and conditions under which
orders are accepted and goods are supplied shall be effective unless that variation is confirmed in
writing by the Company and signed on behalf of the Company by a Director.
3. ACCEPTANCE OF ORDERS
3.1 Orders placed by the Purchaser for supply of goods shall constitute an irrevocable contractual
commitment on the part of the purchaser to purchase from the company the specified goods subject
to the terms and conditions herein.
3.2 Any request on the part of the Purchaser to cancel, amend or reschedule any order or part
thereof shall be accepted only at the discretion of the Company and shall be subject to any specific
terms as may be then stipulated by the Company in connection with such cancellation, amendment or
rescheduling.
3.3 The Company reserves the right to at any time decline to accept or fulfil any order or part of any
order placed by the purchaser.
3.4 The Company reserves the right to not issue a written acknowledgement of any order placed by
the Purchaser and the absence of such acknowledgement shall not prejudice the Company’s rights to
supply and receive payment for the goods specified in the said order subject to the terms and
conditions herein.
4. QUOTATIONS AND PRICES
4.1 Quoted prices are valid for 30 days from the date of the quotation
4.2 Prices shown on any quotation are exclusive to any Value Added Tax
4.3 Unless explicitly stated to the contrary, the price to be paid for goods excludes the cost of
carriage and packing materials
5. PAYMENT
5.1 Payment is due in £ Sterling within 30 days of the invoice date, unless otherwise stated. Interest
will be charged on the overdue balance outstanding at the rate of 3% per annum above the current
Prime Bank Rate.
5.2 The Purchaser will not be entitled by any claim against the Company to withhold payment of the
price of goods, or to claim any right of set-off against any payment due to the Company under this or
any other contract.
5.3 The granting of any credit by the Company by the Purchaser shall be at the Company’s absolute
discretion.
6. REPRESENTATIONS
Whilst the Company takes every precaution in the preparation of it’s catalogues, datasheets, price
lists and other literature, these documents and the particulars therein are for the Purchasers general
guidance only and shall not constitute representations by the Company and the company shall not be
bound thereby.
7. RISK AND PASSING OF PROPERTY
7.1 Risk in the goods shall pass to the Purchaser when the goods are delivered to the Purchaser or
it’s Agent.
7.2 Notwithstanding the risk in the goods passing in accordance with Clause 7.1 title in the goods will
not pass to the Purchaser until the Company has received payment for the goods although the
Purchaser is licensed by the company to use the goods delivered.
7.3 Until title in the goods passes:-
7.3.1 The Purchaser will hold the goods as fiduciary agent and bailee for the company
7.3.2 The goods shall be kept separate and distinct from all other property of the Purchaser and of
third parties and in good and substantial repair and condition and be sorted in such a way as to be
clearly identifiable as belonging to the company.
7.3.3 The Purchasers right to use shall automatically cease if the Purchaser has a petition presented
for it’s winding up or passes a resolution for voluntary winding up otherwise than for the purpose of
bonafide amalgamation, reconstruction, or compounds with it’s creditors or has a receiver appointed
of all or any part of it’s assets or (being an individual) becomes bankrupt or insolvent or enters into
any arrangement with their creditors or takes or suffers any similar action in consequence of debts or
carries out or undergoes any analogous act or proceeding under foreign law.
7.3.4 Upon determination in any way of the Purchaser’s right to use, the Purchaser shall place all of
the goods in it’s possession or under it’s control at the disposal of the company and the Company
shall be entitled to enter upon any premises of the Purchaser for the purpose of removing such
goods.
8. DELIVERY ARRANGEMENTS
8.1 Delivery dates are only approximate and whilst every effort will be made to meet such dates, the
Company will not accept responsibility or liability if any delivery dates are not met.
8.2 The Company will not, without prejudice to any rights it may otherwise have in respect of
undispatched goods, have the right to dispatch any portion of the goods ordered and shall be
entitled to invoice the Purchaser separately for each such despatch instalment.
8.3 If delivery of goods is to be a mutually agreed written schedule, each instalment shall be a
separate sale and the default of the Company in respect of any one or more instalments shall not
entitle the Purchaser to repudiate the contract with regard to all or any other instalments.
9 WARRANTY
9.1 If the goods supplied by the company are demonstrated by the Purchaser to be defective in
material or workmanship, the Purchaser may return the defective goods at the Purchaser’s expense
within 30 days of the date of the invoice. Any goods returned under this clause must be as new and
not modified and contained in it’s original packaging.
9.2 The Company undertakes at it’s option to replace the same, or refund to the Purchaser the price
of the defective goods and in no circumstance will the liability of the company exceed the cost of
replacement or the price paid by the Purchaser for the goods.
9.3 In the event that the goods returned by the Purchaser under the clause 9.1 can be demonstrated
by the Company to be free of any defect of material or workmanship, the Company shall at it’s option
have the right to levy a non-warranty handling charge in respect of any or all of such items so
returned and the Purchaser shall be liable for any and all such charges so arising.
9.4 No representation or warranty shall be given as to the suitability or fitness of the goods for any
purpose and the Purchaser shall satisfy themselves in this respect and will be totally responsible
therefore.
10 EXCLUSIONS OF LIABILITY
10.1 (a) Nothing in these terms and conditions shall exclude or restrict the Company’s liability for
death or personal injury resulting from negligence.
10.1 (b) The Purchaser acknowledges the price of the goods would be higher were the following
exclusions not agreed:
10.2 The Company shall not be liable to the Purchaser by reason of any implied warranty or
condition or other term or any duty at common law or under these terms and conditions for any
consequential loss or damage (whether for loss of profit or otherwise) costs expenses or other claims
for consequential compensation whatsoever (and whether cause by the negligence of the company
it’s employees or agents or otherwise) which arise out of or in connection with the supply of the
goods or their use by the Purchaser except as expressly provided by these conditions.
10.3 The Company’s total liability for any one claim or for the total of all claims arising from any one
act or default of the Company (whether arising from the Company’s negligence or otherwise) shall
not exceed the price of the goods.
10.4 The Company shall in no circumstances be under any liability in respect of goods lost or
damaged in transit to the Purchaser unless the following conditions are strictly complied with:
10.4.1 Non-delivery of a whole consignment of goods. The Purchaser must inform the Company in
writing within 10 working days of the date of invoice, or within 10 days of the date of
knowledge of such non-delivery, whichever is sooner.
10.4.2 Damage to goods or loss of part of a consignment. Consignments must be inspected in the
presence of the delivery agent, if any goods are damaged or lost the consignment note must be
endorsed accordingly and the Purchaser must submit a detailed written claim within 3 days of the
date of delivery and supply a copy of such claim to the carrier within 10 days of the date of delivery.
10.5 Force Majeure – The performance of all contracts is subject to variation or cancellation by the
Company owing to any Act of God, war, strikes, fire, flood, drought, tempest or any other cause
beyond the control of the Company or owing to any inability by the Company to procure materials or
articles required for the performance of the contract and the Company shall not be held responsible
for any inability to deliver caused by any such contingency.
11 THIRD PARTY CLAIMS
The Purchaser and Company will mutually indemnify each other against any third party claims arising
in relation to the goods for death, personal injury and/or damage to property or economic loss,
whether made in contract or in tort (including negligence) and/or pursuant to statute.
12 THIRD PARTY RIGHTS
The Company shall not be liable for any loss, damage, claim, cost or expenses arising out of any
infringement or alleged infringement of any patent trade mark registered design or copyright or other
proprietary right whether in the UK or elsewhere, resulting from the authorised conventional and
expected use of goods or services supplied by the Company to the Purchaser. Intellectual property (if
any) in the goods shall remain the Company’s property.
13 BREXIT
Upon exit of the European Union on January 1st, 2021 there may be additional import and export
duties to be paid on all orders. This applies to Channel Islands, E.U. and the wider World. If you
require Syntec to dispatch into the EU or to the rest of the World please state the full delivery address
and supply VAT number and we can advise of any additional costs that maybe incurred.
MISCELLANEOUS
13 The Company reserves the right to alter any product and no representation or warranty is given
that the goods are, or will be identical to goods which may have been sold previously to the
Purchaser, excepting that the same or better functioning shall be provided.
14 In any case where these terms and conditions of sale conflict with any provision of the Sale and
Goods Act 1979 or any subsequent modification or re-enactment thereof, these terms and conditions
of sale shall prevail.
15 These terms and conditions of sale shall be governed and construed in the accordance with the
laws of England and their parties submit to the exclusive jurisdiction of the English courts.
16 The headings of the terms and conditions are for convenience only and shall have no effect on the
interpretation hereof.
17 For terms and conditions relating to bespoke software development, the QRTec Ltd. (Trading as
Tec-RFID) Terms and Conditions for bespoke software development apply.