Terms of Service
If you are not buying Products or Services as a business then you will contract with us under our Website Terms and Conditions of Supply – Consumer Customers and should return to our website to order as a consumer. By continuing to order via this route, you will be confirming that you are acting as a business.
By agreeing to these terms you are representing and warranting to us that you are a business and that you wish to contract on these Business Terms. We reserve the right to terminate, without liability to us, any contract created by consumers who attempt to contract via these Business Terms.
These Business Terms will apply to any contract between us for the sale and supply of Products and or Services to you (Contract). Please read these Business Terms carefully and make sure that you understand them, before ordering any Products from our Website.
Please click on the button marked "I have read and understand the terms and conditions" at the end of the order form. If you refuse to accept these Business Terms, you will not be able to order any Products or Services from our Website.
You should print a copy of these Business Terms for future reference.
We may amend these Business Terms from time to time as set out in clause 7. Every time you wish to order Products or Services, please check these Business Terms to ensure you understand the terms which will apply at that time. These Business Terms were most recently updated on 2nd July 2015.
These Business Terms, and any Contract between us, are only in the English language.
INFORMATION ABOUT US
- We operate the website www.port5060.net. We are Port 5060 Ltd., of Unit 3 Newton Business Centre, Newton Chambers Road, Sheffield, S35 2PH, GB, registered in England and Wales with company number: 08332891 and having VAT number: GB 158 7086 74.
- To contact us, please see our Contact Us page (link).
OUR PRODUCTS AND SERVICES
- The images of the Products on our Website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that your computer's display of the colours accurately reflect the colour of the Products. Your Products may vary slightly from those images.
- The packaging of the Products may vary from that shown on images on our Website.
- All Products and Services shown on our Website are subject to availability. We will inform you by e-mail as soon as possible if the Product or Service you have ordered is not available and we will not process your order if made.
USE OF OUR WEBSITE
Your use of our Website is governed by our Terms of Website Use (link). Please take the time to read this, as it includes important terms which apply to you.
HOW WE USE YOUR PERSONAL INFORMATION
- You confirm that you have authority to bind any business on whose behalf you use our Website to purchase Products.
HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
- You will need to place an order via our Website.
- Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order at each page of the order process.
- After you place an order, you will receive an e-mail from us acknowledging that we have received your order. However, please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 6.4. Your order constitutes an offer to contract on these Business Terms.
- We will confirm our acceptance to you by sending you an e-mail that confirms that the Products have been dispatched and or that the Services have commenced or the date on which they will commence (Order Confirmation). The Contract between us will only be formed when we send you the Order Confirmation.
- If we are unable to supply you with a Product or Service, for example because a Product is not in stock or a Service is no longer available or because of an error in the price on our Website as referred to in clause 12.5, we will inform you of this by e-mail and we will not process your order. If you have already paid for the Products or Service, we will refund you the full amount as soon as possible.
- We will supply the Services to you from the date set out in the Order Confirmation until the contract is terminated by either party in accordance with clause 15.
- We will use reasonable endeavours to supply the Services to you in accordance with the Order Confirmation in all material respects.
- We will use reasonable endeavours to provide Services on time. However, there may be delays due to an Event Outside Our Control. See clause 19 for our responsibilities when an Event Outside Our Control happens.
- We will need certain information from you that is necessary for us to provide the Services. We will contact you by email about this. If you do not, after being asked by us, provide us with this information, or you provide us with incomplete or incorrect information, we may make an additional charge of a reasonable sum to cover any extra work that is required, or we may suspend the Services by giving you written notice. We will not be liable for any delay or non-performance where you have not provided this information to us after we have asked. If we suspend the Services under this clause 7.4, you do not have to pay for the Services while they are suspended, but this does not affect your obligation to pay for any invoices we have already sent you.
- We may have to suspend the Services if we have to deal with technical problems. We will endeavour to contact you to let you know in advance where this occurs, unless the problem is urgent or an emergency. You do not have to pay for the Services while they are suspended under this clause 7.5 but this does not affect your obligation to pay for any invoices we have already sent you.
- If you do not pay us for the Services when you are supposed to as set out in clauses 12 and 13, we may suspend the Services with immediate effect until you have paid us the outstanding amounts. We will contact you to tell you this. This does not affect our right to charge you interest under clause 12.6 or any right of termination we may have under these Business Terms.
- We shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and we shall notify you in any such event.
IF THERE IS A PROBLEM WITH THE SERVICES
- In the unlikely event that there is any defect with the Services:
- In the first instance please consult our support centre (link);
- If you cannot find a resolution in our Knowledge Base (link) then please either raise a support ticket or call our support line and tell us as soon as reasonably possible;
- please give us a reasonable opportunity to repair or fix any defect; and
- we will use every reasonable effort to repair or fix the defect as soon as reasonably practicable.
You will not have to pay for us to repair or fix a defect with the Services under this clause 8.1
- We cannot be held responsible for any issues or loss arising as a result of any incompatibility of the Services and or Products with your existing or future information technology equipment or set up and it is your responsibility to ensure the Services and Products are suitable for your requirements prior to entering into the contract.
OUR RIGHT TO VARY THESE TERMS
- We may revise these Business Terms from time to time at our sole discretion.
- Every time you order Products from us, the Business Terms in force at that time will apply to the Contract between you and us.
- Whenever we revise these Business Terms in accordance with this clause 9, we will keep you informed and give you notice of this by stating that these Business Terms have been amended and the relevant date at the top of this page.
- Your order will be fulfilled by the estimated delivery date set out in the Order Confirmation, unless there is an Event Outside Our Control. If we are unable to meet the estimated delivery date because of an Event Outside Our Control, we will contact you with a revised estimated delivery date.
- Delivery will be completed when we deliver the Products to the address you gave us.
- The Products will be your responsibility from the completion of delivery.
- You own the Products once we have received payment in full, including all applicable delivery charges.
NO INTERNATIONAL DELIVERY
- Unfortunately, we do not delivery to addresses outside the UK.
- You may place an order for Products from outside the UK, but this order must be for delivery to an address in the UK.
PRICE OF PRODUCTS AND SERVICES AND DELIVERY CHARGES
- The prices of the Products and Services will be as quoted on our Website. We take all reasonable care to ensure that the prices of Products and Services are correct at the time when the relevant information was entered onto the system. However if we discover an error in the price of Product(s) or Services you ordered, please see clause 12.5 for what happens in this event.
- Prices for our Products or Services may change from time to time, but changes will not affect any order which we have confirmed with a Order Confirmation as regards Products.
- The price of a Product or Service excludes VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. If the rate of VAT changes between the date of your order and the date of delivery or performance, we will adjust the VAT you pay, unless you have already paid for the Products and/or Services in full before the change in VAT takes effect.
- The price of a Product does not include delivery charges. Our delivery charges are as quoted on our Website from time to time.
- Our Website contains a large number of Products and Services. It is always possible that, despite our reasonable efforts, some of the Products and / or Services on our Website may be incorrectly priced. We will normally check prices as part of our dispatch procedures so that:
- where the Product's or Service’s correct price is less than the price stated on our Website, we will charge the lower amount when dispatching the Products to you or when carrying out the Services. However, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mispricing, we do not have to provide the Products or Services to you at the incorrect (lower) price; and
- if the Product's or Service’s correct price is higher than the price stated on our Website, we will contact you as soon as possible to inform you of this error and we will give you the option of continuing to purchase the Product and / or Service at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing.
- If you do not make any payment due to us by the due date for payment, we may at our sole discretion:
- Charge late payment compensation on each outstanding invoice to the full amount permissible by law under the late payment legislation in force at the time. Late payment legislation refers to the amended Late Payment of Commercial Debts (Interest) Act 1998, the Late Payment of Commercial Debts Regulations 2002 and the Late Payment of Commercial Debts Regulations 2013;
- charge interest to you on the overdue amount at the rate of 8% per annum above the base lending rate of Barclays Bank PLC from time to time or, if this is deemed unreasonable by a court of England and Wales, at the standard court rate of the time pursuant to s69 of the County Courts Act 1984 (currently 8% per annum). This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount; and
- cease provision of broadband services if an invoice remains unpaid for more than 14 days and any costs associated with or arising from the ceasing of services will be payable by you.
- If a Direct Debit is returned, or any other charge is incurred as a result of your non-payment of an invoice on the due date, we may at our sole discretion charge a fee incurred by us to you to cover our administration costs and by way of compensation for your breaching this contract.
- We reserve the right to hand over any unpaid accounts to one or more, of our appointed debt collection agencies. Our collection agencies may also levy a further fee added to the total debt for costs incurred in collecting the debt.
- For the avoidance of doubt, in respect of broadband services, if the phone line that the broadband is activated on is cancelled, and as a result our broadband service is automatically cancelled, you will still have to pay for the agreed charges and remaining term of any fixed term contract.
HOW TO PAY
- You can only pay for Products and / or Services using MasterCard, Visa, Electron and American Express, Direct Debit or other methods set out on our website from time to time.
- Payment for the Products and / or Services and all applicable delivery charges is in advance. We will not charge your debit card or credit card or other method until we dispatch your order or commence with your Services on the date set out in the Order Confirmation.
DURATION AND TERMINATION
- Without limiting its other rights or remedies, each party may terminate the Contract in respect of the Services with immediate effect by giving written notice to the other party if:
- the other party commits a material breach of the Contract and (if such a breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing of the breach;
- the other party suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or (being a company) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986 or (being a partnership) has any partner to whom any of the foregoing apply;
- the other party commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors;
- a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of that other party (being a company) other than for the sole purpose of a scheme for a solvent amalgamation of that other party with one or more other companies or the solvent reconstruction of that other party;
- the other party (being an individual) is the subject of a bankruptcy petition or order;
- a creditor or encumbrancer of the other party attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within 14 days;
- an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the other party (being a company);
- a floating charge holder over the assets of that other party (being a company) has become entitled to appoint or has appointed an administrative receiver;
- a person becomes entitled to appoint a receiver over the assets of the other party or a receiver is appointed over the assets of the other party;
- any event occurs or proceeding is taken with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 15.1(b) to clause 15.1(i) (inclusive);
- the other party suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business; or
- the other party (being an individual) dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing his own affairs or becomes a patient under any mental health legislation.
- Without limiting our other rights or remedies, we may terminate the Contract with immediate effect by giving written notice to you if you fail to pay any amount due under this Contract on the due date for payment.
- Without limiting our other rights or remedies, each party shall have the right to terminate the Contract by giving the other party 90 days’ written notice.
- If the Contract is for a fixed term (as per your order and the order confirmation) you will only be entitled to terminate the Contract by giving 90 days’ notice which must not expire prior to the completion of the initial fixed term period.
- Without limiting our other rights or remedies, we shall have the right to suspend provision of the Services under the Contract or any other contract between you and us if you becomes subject to any of the events listed in clause 14.1(b) to clause 14.1(l), or we reasonably believe that you are about to become subject to any of them, or if you fails to pay any amount due under this Contract on the due date for payment.
CONSEQUENCES OF TERMINATION
On termination of the Contract in relation to Services for any reason:
- you shall immediately pay to us all of our outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, we shall submit an invoice, which shall be payable by you immediately on receipt;
- the accrued rights, remedies, obligations and liabilities of the parties as at expiry or termination shall not be affected, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry; and
- clauses which expressly or by implication have effect after termination shall continue in full force and effect.
- 7 days from termination we will cease to host your data or provide any of the Services. Please ensure all data is backed up or removed prior to this time to avoid it being automatically deleted.
- Some of the Products we sell to you come with a manufacturer's guarantee. For details of the applicable terms and conditions, please refer to the manufacturer's guarantee provided with the Products.
OUR LIABILITY IF YOU ARE A BUSINESS
- We only supply the Products for internal use by your business, and you agree not to use the Product for any re-sale purposes.
- Nothing in these Business Terms limit or exclude our liability for:
- death or personal injury caused by our negligence;
- fraud or fraudulent misrepresentation;
- breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); and
- breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
- Subject to clause 17.2, we will under no circumstances whatsoever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
- any loss of profits, sales, business, or revenue;
- loss or corruption of data, information or software;
- loss of business opportunity;
- loss of anticipated savings;
- loss of goodwill; or
- any indirect or consequential loss.
- The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
- This clause 17 shall survive termination of the Contract.
- Subject to clause 17.2 and clause 17.3 , our total liability to you in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price of the Products or Services provided under the Contract or the level of our insurance as in place from time to time, whichever is the lower limit.
- Except as expressly stated in these Business Terms, we do not give any representation, warranties or undertakings in relation to the Products or Services. Any representation, condition or warranty which might be implied or incorporated into these Business Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Products or Services are suitable for your purposes.
EVENTS OUTSIDE OUR CONTROL
- We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in clause 19.2.
- An Event Outside Our Control means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, virus or any other cyber attack to our website or our suppliers’ websites, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
- If an Event Outside Our Control takes place that affects the performance of our obligations under a Contract:
- we will contact you as soon as reasonably possible to notify you; and
- our obligations under a Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Products to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
COMMUNICATIONS BETWEEN US
- When we refer, in these Business Terms, to "in writing", this will include e-mail.
- If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order.
- If you are a business, please note that any notice given by you to us, or by us to you, will be deemed received and properly served immediately when raising a ticket via your portal account or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of a ticket that you have the reference shown when raising the ticket. The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
OTHER IMPORTANT TERMS
- We may transfer our rights and obligations under a Contract to another organisation, but this will not affect your rights or our obligations under these Business Terms.
- You may only transfer your rights or your obligations under these Business Terms to another person if we agree in writing.
- This contract is between you and us. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties Act) 1999 or otherwise.
- Each of the paragraphs of these Business Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
- If we fail to insist that you perform any of your obligations under these Business Terms, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
- If you are a business, these Business Terms are governed by English law. This means that a Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), will be governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.