Robex Consulting Terms & Conditions

Robex Consulting Ltd Terms and Conditions for B2B Business

Last updated: 4th November 2024

These Terms and Conditions ("Agreement") govern the provision of goods and services ("Products" and "Services") by Robex Consulting Ltd ("Company", "We", "Us", "Our") to the business client ("Client", "You", "Your") (collectively, the "Parties") and apply to all transactions between the Company and the Client unless otherwise agreed upon in writing.

By placing an order, accepting a quote, or engaging with the Company in any other way, You agree to these Terms and Conditions. If You do not agree with these Terms and Conditions, You should not proceed with any transactions or services provided by the Company.

1. Definitions

Products: Any goods, materials, or items provided by the Company to the Client.

Services: Any services, including consulting, maintenance, or any other professional service provided by the Company.

Order: A request placed by the Client for the purchase of Products or Services.

Contract: The agreement formed between the Company and the Client upon acceptance of an Order or the signing of a formal contract.

Quotation: A written offer provided by the Company outlining the Products, Services, prices, and terms of sale.

2. Acceptance of Orders

All Orders from the Client are subject to acceptance by the Company. An Order is deemed accepted once the Company confirms the Order in writing or delivers the Products or Services.

The Company reserves the right to refuse or cancel any Order at its discretion, including but not limited to cases of non-payment, fraudulent activity, or failure to meet credit terms.

3. Pricing and Payment

Pricing: All prices for Products and Services are specified in the Company's quotation, invoice, or order confirmation. Prices are exclusive of any applicable taxes, duties, or shipping costs unless otherwise stated.

Payment Terms: Unless otherwise agreed, payment is due 28 days from the invoice date. Payments must be made in the currency specified on the invoice.

Late Payments: If payment is not received by the due date, the Company reserves the right to suspend or cancel any outstanding Orders or Services until payment is received.

4. Delivery and Risk

Delivery: Delivery dates are estimates and subject to change based on availability and logistics. The Company will make reasonable efforts to meet the agreed delivery schedule.

Risk of Loss: Risk of loss or damage to Products passes to the Client upon delivery to the agreed location.

Inspection: The Client should inspect the Products upon receipt. Any damage, shortage, or discrepancies must be reported to the Company within 3 days of receipt.

5. Title to Products

Ownership of the Products remains with the Company until full payment has been received. The Client agrees to hold the Products in trust for the Company and not to sell or transfer ownership of the Products until full payment has been made.

6. Warranties and Limitation of Liability

Product Warranty: Any warranty on supplied products is specified by the manufacturer and all claims must be made directly with the OEM.

Service Warranty: The Company warrants that Services will be provided with reasonable skill and care. 

Limitation of Liability: To the maximum extent permitted by law, the Company’s liability under this Agreement will be limited to the amount paid by the Client for the specific Product or Service in question. In no event will the Company be liable for indirect, incidental, or consequential damages.

7. Intellectual Property

Ownership: All intellectual property rights in the Products, Services, and any related materials (including software, trademarks, and logos) remain the exclusive property of the Company or its licensors.

License: The Company grants the Client a non-exclusive, non-transferable license to use any intellectual property provided as part of the Products or Services, solely for its internal business purposes and in accordance with the terms of this Agreement.

8. Confidentiality

Both Parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the term of this Agreement. This includes, but is not limited to, trade secrets, business plans, financial data, and other sensitive information. Confidentiality obligations survive the termination of this Agreement.

9. Term and Termination

Term: This Agreement is effective from the date of acceptance and remains in effect until terminated by either Party in accordance with this section.

Termination for Convenience: Either Party may terminate this Agreement with 7 days written notice to the other Party.

Termination for Cause: Either Party may terminate this Agreement immediately if the other Party breaches any material term of this Agreement and fails to remedy the breach within 14 days of receiving written notice.

Effect of Termination: Upon termination, the Client must pay all outstanding invoices and return or destroy any proprietary materials provided by the Company.

10. Force Majeure

Neither Party will be liable for failure or delay in performance under this Agreement if such failure or delay is due to events beyond its reasonable control, including but not limited to acts of God, war, terrorism, labor strikes, or government actions.

11. Governing Law and Dispute Resolution

Governing Law: This Agreement is governed by and construed in accordance with the laws of the United Kingdom.

12. Amendments and Modifications

The Company reserves the right to amend or modify these Terms and Conditions at any time. Any changes will be communicated to the Client, and continued use of the Products and Services will constitute acceptance of the revised Terms and Conditions.

13. Miscellaneous

Entire Agreement: This Agreement constitutes the entire understanding between the Parties and supersedes all prior or contemporaneous agreements, representations, or communications.

Severability: If any provision of this Agreement is deemed invalid or unenforceable, the remainder of the Agreement will remain in effect.

Assignment: The Client may not assign or transfer any rights or obligations under this Agreement without the prior written consent of the Company.

14. Contact Information

For questions or concerns regarding these Terms and Conditions, please contact us at:

Robex Consulting Ltd

info@robexconsulting.co.uk

By accepting these Terms and Conditions, You acknowledge that You have read, understood, and agreed to the provisions outlined above.