Proactive UK Ltd: www.proav.co.uk
General Terms and Conditions and Client Information
1. Scope of Application
1.1 These Terms and Conditions of the company Proactive UK Limited, Unit 1 & 2, Eastman Way, Hemel Hempstead, Hertfordshire, HP2 7DU (hereinafter referred to as "Seller") shall apply to all contracts concluded between a consumer or a trader (hereinafter referred to as "Client") and the Seller relating to all goods and/or services presented in the online shop of the Seller and any other goods / services as may be specified by the Client. The inclusion of the Client's own conditions is herewith objected to, unless other terms have been stipulated.
1.2 A consumer pursuant to these Terms and Conditions is any individual acting for purposes which are wholly or mainly outside that individual's trade, business, craft or profession. A trader pursuant to these Terms and Conditions is any person acting for purposes relating to that person's trade, business, craft or profession, whether acting personally or through another person acting in the trader's name or on the trader's behalf.
2. Conclusion of the Contract
2.1 The product descriptions in the Seller's online shop do not constitute binding offers on the part of the Seller, but merely serve the purpose of submitting a binding offer by the Client.
2.2 The Client may submit the offer by the online order form integrated into the Seller's online shop. In doing so, after having placed the selected goods and/or services in the virtual basket and passed through the ordering process, and by clicking the button finalising the order process, the Client submits a legally binding offer of contract with regard to the goods and/or services contained in the virtual basket. The Client may also present the offer to the Seller by means of telephone, fax, e-mail, postal service or in person.
2.3 The Seller may accept the Client's offer
- by delivering ordered goods to the Client; in which case receipt of goods by the Client is decisive. Provided that several of the aforementioned alternatives apply, the contract shall be concluded at the time when one of the aforementioned alternatives firstly occurs. Should the seller not accept the Client's offer within the aforementioned period of time, this shall be deemed as rejecting the offer with the effect that the Client is no longer bound by his statement of intent.
2.4 The period for acceptance of the offer shall start on the day after the Client has sent the offer and ends on expiry of the fifth working day following the sending of the offer.
2.5 The contract's content will be stored by the Seller and will be sent to the Client in writing including these Terms and Conditions and Client Information (for example via e-mail, fax or letter) after the Client has submitted his order. In addition, for online orders the contract's content will be stored on the Seller's website and can be found by the Client in the customer login via the password-protected customer account, provided the Client has created a customer account in the online shop prior to submitting his order.
2.6 The Client can correct all the data entered via input and delete functions of his computer, laptop, mobile or any other electronic device prior to submitting his binding order. In addition, prior to submitting the order, all data entered will be displayed in a confirmation window and can be corrected here too.
2.7 Order processing and Client contact usually takes place via e-mail and automated order processing. It is the Client`s responsibility to ensure that the e-mail address he/she provides for the order processing is accurate so that e-mails sent by the Seller can be received at this address. Particularly, it is the Client`s responsibility, if SPAM filters are used, to ensure that all e-mails sent by the Seller or by third parties commissioned by the Seller with the order processing can be delivered.
3. Right to cancel
3.1 Consumers are entitled to the right of cancellation. Detailed information about the right of cancellation are provided in the Seller's instruction on cancellation.
3.2 Traders have no right of cancellation but may return unused goods subject to a restocking fee of not more than 25% of the invoiced value of the goods.
4. Price and Delivery Costs
4.1 Unless otherwise stated in the product descriptions, prices indicated are end prices and include the statutory value-added tax. Any possible additional delivery and despatch costs are specified separately in the respective product description.
4.2 Payment can be made using one of the methods mentioned in the Seller's online shop.
4.3 If payment in advance has been agreed upon, payment shall be due immediately upon conclusion of the contract.
4.4 A trader may request and be granted a credit account subject to credit evaluation and positive credit references. If approved, this will be confirmed in writing. All invoices shall be due for payment within 30 days of the invoice date.
5.1 The quantity and description of the Goods shall be as set out in the Seller’s acceptance of offer or Order Acknowledgment or Sales Order.
5.2 Goods are supplied in accordance with the relevant manufacturer’s standard specifications but the Seller reserves the right for manufacturers to make such improvements and modifications in such specifications without prior notice as it or its suppliers consider desirable in the circumstances without obligation to modify or change any goods previously delivered or to supply new Goods in accordance with earlier specifications, unless the Seller agrees otherwise in writing at the date of the reservation of the Goods
5.3 If the Seller or its suppliers wish to make any improvements or modifications to any Goods to be supplied to the buyer that would affect form fit or function the Seller shall not implement such improvement or modification without the prior agreement of the Client .
5.4 If the Client wishes to change the specification of any goods to be supplied by the Seller then the Seller shall not be obliged to agree to such change. If the Seller does agree to any proposed change request by the Client then the Seller shall be entitled to adjust the price of the Goods and delivery accordingly.
5.5 All technical information and particulars of Goods and performance given by the Seller are given as accurately as possible but are not to be treated as binding or as forming any part of any contract with the Buyer unless specifically confirmed or agreed by the Seller in writing.
5.6 All used or second hand goods are warranted by the Seller with the exception of consumable items such as batteries, media cards, tapes and lamps.
6. Shipment and delivery conditions
6.1 Goods are generally delivered to the delivery address indicated by the Client, unless otherwise agreed.
6.2 Any time or date for delivery given by the Seller is given in good faith, but is an estimate only and time for delivery is not the essence of these conditions.
6.3 Should delivery to the Client not be possible, the assigned transport company may return the goods to the Seller in which case the Client bears the cost of the unsuccessful delivery.
This shall not apply if the Client is not responsible for the event that prohibits the delivery, or if he/she has been temporarily impeded to receive the ordered goods, unless the Seller has given notice to the Client in an adequate period of time prior to the delivery.
6.4 The transport company may send an email to the Client advising them in advance of an intended delivery date and time. It may be possible to reschedule a revised date and time slot with the transport company or give an alternative delivery address such as a neighbour or a Client nominated safe place. A photograph of the nominated safe place will be taken by the transport company for evidence purposes. Whilst we cannot prevent the Client from revising delivery instructions to a safe place without a signed proof of delivery this is not recommended as neither Seller or the transport company will accept any liability for loss.
6.5 The risk of accidental destruction and accidental deterioration of the sold goods shall in principle be transferred to the Client upon delivery of the Goods to the Client’s delivery address, or to a person identified by the Client to take possession of the goods. Should the Client act as a trader, the risk of accidental destruction and accidental deterioration in the event of a sale by despatch shall be transferred upon delivery of the Goods to a qualified person, warehouse operative and/or receptionist at the Seller's place of business.
6.6 Should the Client act as a trader with a 30 day payment account, the title of the Goods remain the property of the Seller until payment of the invoice is received by the Seller. Until full payment is received, the Client shall insure the goods in respect of loss against all risks including flood, fire, theft.
6.7 The Seller reserves the right to withdraw from the contract in the event of incorrect or improper self-supply. This only applies if the Seller is not responsible for the non-supply and if he has concluded a concrete hedging transaction with the supplier.
The Seller shall make all reasonable efforts to obtain the goods. In case of non-availability or partial availability of the goods he shall inform the Client without delay and payments made by the Client will be immediately refunded.
6.8 Collection by the Client is possible from our Hemel Hempstead warehouse by appointment.
7. Acceptance of Goods
7.1 The Client shall be deemed to have accepted the Goods 48 hours after delivery to the Client.
7.2 The Client shall carry out a thorough inspection of the Goods within 24 hours of delivery and shall give notification by telephone to the Seller within 24 hours of delivery of the Goods followed by written notification to the Seller within 5 working days of delivery of the Goods of any defects which a reasonable examination would have revealed.
7.3 Where the Client has accepted, or has been deemed to have accepted the Goods, the Client shall not be entitled to reject Goods which are not in accordance with the contract.
8. Liability for defects
The statutory consumer rights will apply.
9. Force Majeure
9.1 The Seller shall not be under any liability for any failure to perform any of its obligations under the Order due to Force Majeure. Following notification by the Seller to the Client of such cause, the Seller shall be allowed a reasonable extension of time for the performance of its obligations.
9.2 For the purposes of this Condition, “Force Majeure” means fire, explosion, flood, lightning, Act of God, act of terrorism, war, rebellion, riot, sabotage, or official strike or similar official labour dispute, or events or circumstances outside the reasonable control of the party affected thereby.
Both the Seller and the Buyer shall each keep confidential and shall not without the prior consent in writing of the other disclose to any third party any technical or commercial information which it has acquired from the other as a result of discussions, negotiations and other communications between them relating to the Goods and the Order.
11. Economic loss
Subject to Condition 14, and notwithstanding anything contained in these Conditions (other than Condition 14) or the Order, in no circumstances shall the Seller be liable to the Buyer, in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever, and whatever the cause thereof (i) for any loss of profit, business, contracts, revenues, or anticipated savings, or (ii) for any special indirect or consequential damage of any nature whatsoever.
12 Limitation of liability
Subject to Condition 14, and notwithstanding anything contained in these Conditions (other than Condition 14) or the Order, the Seller’s liability to the Buyer in respect of the Order, in contract, tort (including negligence or breach of statutory duty) or howsoever otherwise arising, shall be limited to the price of the Goods specified in the Order.
13 Unfair Contract Terms Act 1977
13.1 If and to the extent that Section 6 and/or section 7(3A) of the Unfair Contract Terms Act 1977 applies to the Order, no provision of these terms and conditions shall operate or be construed to operate so as to exclude or restrict the liability of the Seller for breach of the express warranties contained in Condition 6, or for breach of the applicable warranties as to title and quiet possession implied into the terms and conditions of the Order by section 12(3) of the Sale of Goods Act 1979, or section 2(3) of the Supply of Goods and Services Act 1982, whichever Act applies to the Order.
13.2 Where the Client is a natural person and if and to the extent that section 2(1) of the Unfair Contract Terms Act 1977 applies to the Order, nothing in these terms and conditions shall operate or be construed to operate so as to exclude or restrict the liability of the Seller for death or personal injury caused to the Client by reason of the negligence of the Seller or of its servants, employees or agents.
13.3 No provision of these terms and conditions shall have effect or operate so as to exclude any liability of one of the parties in respect of fraud or a fraudulent misrepresentation made by that party to the other, or to restrict or exclude any remedy which the other party may have in respect of such fraud or fraudulent misrepresentation.
14.1 The failure of the Seller to insist on the due performance of any term of this agreement or the waiver of any breach thereof, shall not act as a waiver of any other term or condition or any subsequent breach, and shall not affect the rights of the Seller hereunder.
14.2 All goods, and documents of title to those goods in possession of the Seller shall be subject to a particular and general lien for all sums owed to the Seller in respect of such goods or other goods or services, and unless payment or security is given within ten days of notice of the exercise of the lien the Seller may sell the goods by auction or otherwise as it thinks fit in its absolute discretion in satisfaction of its lien.
15. Law and Jurisdiction
The Seller operates a complaints handling procedure which we will be used to try to resolve disputes when they first arise. In the event of a complaint please contact us at the address and telephone number shown below.
Note for battery disposal:
Batteries contain valuable raw materials, which whilst harmful to the environment, can be recycled. Redundant batteries therefore should not be placed in household waste but must be disposed of separately. Distributors are legally required to take back used batteries; consumers are obligated to take redundant batteries to a suitable collection point.
Batteries subject to disposal are identified by the crossed out wheelie bin, which is printed on the packaging.
You may return redundant camcorder batteries and other batteries from products purchased from us for proper disposal. Please send a sufficiently stamped parcel containing the words “Battery Disposal” to:
Proactive UK Ltd
Unit 1 & 2, Eastman Way
Telephone Number: +44 (0) 1442 292929
Call to this number are charged at the standard rate of your network provider.
Company registration number: 3647770
VAT Registration Number: GB 697 7472 62
FCA: Secondary Credit Broking Authorisation Number: 677738
WEE Registration Number: GG0002ZER
Battery Producer Registration Number: BPRN04903
Sellers Website: www.proav.co.uk