1. Flow Optics Website
1.1 This website is operated by Flow Communications (UK) Ltd trading as Flow Optics (registered number 6770175) whose registered office is at Embassy House, 575-699 Maxted Road, Hemel Hempstead, HP2 7DX, ("Flow Optics" or "we" or "us").
1.2 Flow Optics is an OEM Reseller of Network Transceivers.
1.3 This website is intended for use by Flow Optics' customers and prospective customers. Persons who place an order for Flow Optics products on this website are bound by Flow Optic's Terms and Conditions. Please review these Terms and Conditions, before placing any order through this website.
1.4 We provide access to and use of the Flow Optics website subject to the following terms and conditions which may be updated by us without notice to you. BY USING OR ACCESSING THE WEBSITE YOU WILL BE DEEMED TO HAVE ACCEPTED THE FOLLOWING TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS PLEASE CEASE USING THE WEBSITE.
2.1 "Business Customer" means a customer who is not a Consumer;
2.2 "Consumer" means an individual who is not acting for the purposes of his or her business or profession;
2.3 "Flow Optics" means Flow Communications (UK) Limited also referred to as "we" or "us" in these Terms and Conditions;
2.4 "Force Majeure" means any cause affecting the performance by Flow of its obligations arising from acts, events, omissions, happenings or nonhappenings beyond its reasonable control including (but not limited to) governmental regulations, fire, flood or any disaster or industrial dispute affecting a third party;
2.5 "Normal Working Hours" means 9 am to 5.30 pm on a Working Day;
2.6 "Working days" means Monday to Friday, excluding Bank or other Public holidays;
2.7 "Open Online" or "web site" means the Flow Optics internet website, accessed through the addresses www.flow-optics.com;
2.8 "Customer" means a customer or potential customer of Flow Optics;
2.9 "User" means the person who accesses Open Online on behalf of the Customer;
2.10 "Administrator" means the person who is charged to administrate and authorise Users on behalf of the Customer;
2.11 "Products" means the products listed for sale on Open Online, which can be purchased by the Customer;
2.12 "Terms and Conditions" means the terms and conditions for access to the Flow Optics Open Online system by the Customer and its Users and the Flow Optics Terms and Conditions of sale, which deal with the commercial and trading aspects between the Customer and Flow Optics.
3.1 All contracts of sale made by Flow Optics shall be deemed to incorporate these terms and conditions, which shall prevail over any other terms from the Customer. Cancellation of orders by Business Customers is not accepted as many orders are dispatched on the same day the order is placed. Cancellation of orders by Consumers will be accepted in accordance with the Consumer Protection (Distance Selling) Regulations 2000. Nothing in these terms and conditions is intended to impinge upon a Consumer's statutory or contractual rights to reject faulty goods.
3.2 All orders are subject to acceptance and to availability of the goods ordered: Flow Optics is entitled to refuse any order placed by you.
3.3 You undertake that:
3.3.1 all details you provide to us for the purpose of purchasing goods or services offered on our web site are correct, and
3.3.2 the credit or debit card you use to make a purchase from us is your own card or your company's card, that you are authorised to use it, and that there are sufficient funds or credit facilities to cover the cost of any goods or services you order from us. We reserve the right to obtain validation of your credit or debit card details before providing you with any goods or services.
4.1 All prices presented by Flow Optics are exclusive of any applicable Value Added Tax (VAT) or any other sales taxes, for which (if applicable) the Customer shall be additionally liable.
4.2 We reserves the right, by giving notice in Writing to the Customer at any time before delivery, to increase the price of the Goods to reflect any changes in specifications for the Goods which are requested by the Customer or are necessary as a result of any delay caused by (a) the Customer's instructions or (b) the Customer's failure to provide adequate information or instructions to the Seller.
5.1 We provide you with four possible ways of placing your order:
(a) on the Internet through our internet site: www.flow-optics.com.
(b) by telephone: +44 (0)844 414 8091
(c) by e-mailing your Purchase Order to firstname.lastname@example.org
(d) by faxing your Purchase Order to: +44 (0)844 414 8091
5.2 We will then confirm receipt of your order by e-mail.
5.3 We will confirm that your order has been accepted by e-mail.
5.4 We will confirm that your order has been dispatched with its tracking number by email.
5.5 Please note that we use the e-mail address that you have given us either on the web, on the phone, or by fax.
6.1 Unless otherwise agreed by Flow Optics in writing, time shall not be the essence of the Contrac. and delivery dates mentioned in any quotation or online ordering or elsewhere are approximate only and shall have no contractual effect. Flow Optics shall not be under any liability to Customer in respect of any delay in delivery howsoever arising.
6.2 Unless otherwise specified, delivery shall be deemed to take place when the Products are delivered to Customer or its agents ex Flow Optics’ works or are delivered by Flow Optics to a carrier or otherwise into custody on Customers behalf whichever is the sooner and the risk of loss, mis-delivery or damage shall thereupon pass to Customer;
6.3 When delivering or collecting Products Flow Optics shall not be under any obligation unless contracted for to provide any plant, labour or power which in addition to Metropolitan’s delivery man is required for loading or unloading;
6.4 In any case where Products are sold CIF or FOB or on the basis of an other international trade term the meanings of such terms contained in Incoterms (1980) shall apply except insofar as any part of the same may be inconsistent with these Conditions; and
6.5 Unless otherwise expressly agreed Flow Optics may effect delivery in one or more installments. Where delivery is effected by installment each installment shall be treated as a separate contract.
6.7 If the Customer cannot accept delivery, Flow Optics may at its option: (i) store and insure the goods at the Customer's expense and risk or (ii) sell the goods at the best price reasonably obtainable and (after deducting reasonable storage insurance and selling costs) pay to the Customer any excess over the sale price or charge the Customer for any shortfall or (iii) re-arrange delivery provided that Flow may charge the Customer for the additional delivery costs incurred.
7.1 Flow Optics Website is updated daily, to ensure that we provide accurate details on product availability and the listed lead-time is regularly updated. We endeavour to ensure availability on all our advertised items is constant, however we cannot warranty availability. In the unlikely event that your chosen item is unavailable we will contact you ASAP to advise of expected delivery dates. If a product that has been ordered is still not available after the indicated waiting period has elapsed, we will contact you by e-mail or by phone in order to propose an extension to the waiting period or to suggest a different product. If a product is shown as being out of stock in our internet site there is still a chance that one of our suppliers may have stock. If you wish to check this you can e-mail us or phone us on 0844 414 8091.
8.1 Products shall remain the sole and absolute property of Flow Communications (UK) Ltd as legal and equitable owner until such time as Customer shall have paid to Flow Communications (UK) Ltd the agreed price;
8.2 Until property in the Products passes to Customer the relationship between Flow Optics and Customer shall be that of bailor and bailee and Customer shall store the Products in such a way that they are readily identifiable as the property of Flow Optics.
8.3 Flow Optics reserves the immediate right of repossession of any Products to which it has retained title as aforesaid and thereafter to resell the same and for this purpose Customer hereby grants an irrevocable right and licence to Flow Optics’s employees and agents to enter upon all or any of Customer’s premises with or without vehicles during normal working hours. The right shall continue to subsist notwithstanding the termination of the Contract for any reason and is without any prejudice to any accrued right of Flow Optics thereunder or otherwise;
8.4 Customer agrees immediately upon being so requested by Flow Optics to assign to Flow Optics all rights and claims which Customer may have against its customers arising from sub-sales of Products until payment is made in full as aforesaid; and
8.1 Flow Optics accepts payments online, phone, fax or email via either a credit account, Credit/Debit Cards or Bank Transfer.
8.1.1 Credit Account - Please fill in the Credit Application and Authorisation Form, once we have received this we will confirm credit limit for upto 30 days credit.
8.1.2 Credit and Debit cards: Visa, Eurocard -Mastercard, Switch and Solo: by means of a secure payment system (your card is charged at the day of your order for security reasons). This can either be done online or by filling in the credit card form.
8.1.3 Bank transfer payment: Flow Optics offers the opportunity to pay by bank transfer. Please note that Bank transfers from abroad will only be accepted if the additional transfer costs are paid by the customer. Your payment will be processed when your bank transfer is received. Once your payment received we will dispatch your goods. The processing of off-line payments may take several days.
8.1.4 By telephone: Through our sales team on +44 (0)844 414 8091
If you place an especially high-value order we reserve the right to contact you for further confirmation of your order details, prior to authorisation.
8.2 Please note that for security reasons Flow Optics reserve the right to ask its clients for a bank transfer payment for a first transaction. Moreover, for security reasons Flow Optics reserve the right to call its first time clients upon receipt of their orders.
8.3 Please note that if our insurance company and our fraud department suspect a fraud we reserve the right to cancel a transaction for security purposes.
8.4 Flow Optics standard terms of payment for credit account customers are 30 days from the date of the invoice, and these will apply except in the case of transactions where different terms are agreed in writing.
If payment is not made on the due date, Flow Optics will be entitled to charge interest daily on the outstanding balance at the rate of 3% above Lloyds TSB Group base lending rate from time to time.
9. Product specifications
9.1 Flow Optics makes every effort to supply the goods as advertised but reserves the right to supply the goods subject to minor variations in actual dimensions and specifications where these are changed by our OEM Partners.
9.2 If Flow Optics cannot supply the goods ordered by the Customer, Flow Optics reserves the right to offer goods of equal or superior quality at no extra cost. In such a case, if the Customer does not wish to accept the alternative goods offered, he or she may cancel the order and require the refund of any money paid to Flow Optics in respect of that order, including carriage charges. This shall be the sole remedy of the Customer in these circumstances.
Subject to the conditions set out in paragraphs below Flow Optics warrants that:-
10.1 At the time of delivery the Product will conform with its specification in all material respects and that the Product will be free from defects in material and workmanship for a period of thirty six months from delivery (or for such other period as may have been advised to the Customer by Flow prior to Flow’s written confirmation of the acceptance of the Customer’s order); and
10.2 In the event of a valid claim by the Customer under the warranties contained in paragraph above Flow shall be entitled to replace or repair the Product (or the defective part of the Product) or supply replacement Services free of charge, or at Flow’s sole discretion, refund to the Customer the invoice price of the Product or the Services (or a proportionate part of the price) but Flow shall have no further liability to the Customer; and
10.3 The warranties shall not apply to any Product which has been repaired or altered other than by Flow or a third party approved in advance by Flow (nor shall the warranties apply where the Product has been used in conjunction with other equipment or software neither supplied by Flow nor approved in advance by Flow);
10.4 Flow shall have no liability to the Customer arising from normal fair wear and tear or mis-use, neglect or abuse of the Product or arising from the negligence of the Customer or any third party or in respect of any wilful damage or accident to the Product (other than by reason of the negligence of Flow or its employees or sub-contractors) or where the Product has been subjected to abnormal working conditions or to unusual physical or electrical stress or where the Product has not been maintained and/or used in accordance with any installation handling or operating instructions or operating instructions or recommendations (oral or in writing) of Flow;
10.5 Flow does not warrant that the operation of any software comprised in the Products will be uninterrupted or error free;
10.6 The warranties set out in paragraph above do not extend to parts, materials or equipment not manufactured by Flow, in respect of which the Customer shall be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to Flow;
10.7 Any items which are claimed by the Customer to be defective or not in accordance with specification shall be returned to Flow at the Customer’s expense within the applicable warranty period under paragraph (i) (a) above. The Customer shall at all times afford Flow prompt and reasonable opportunity to inspect any Product and/or Services which are alleged to be defective.
10.8 Subject as expressly provided in these Conditions, all warranties, conditions and other terms implied by statute or common law are excluded to the fullest extent permitted by law and no further warranties (express or implied written or oral) are given by Flow in respect of the Products and/or the Services.
11.1 All returned goods must be accompanied by Flow's Returns Material Authorisation number ('RMA Number') which can be obtained by contacting Customer Support on 0844 414 5256. Returned goods will not be accepted without an RMA Number. Do not write directly on the manufacturer's packaging. Please write the RMA number on the address label provided with the Returns Material Authorisation and attach it to the returned package. Any defacement of the manufacturer's packaging or damage caused by inadequate packaging may result in the rejection of the return or an additional restocking fee, at Flow's sole discretion.
11.2 Flow cannot accept liability for packages damaged during transit. It is the Customer's responsibility to wrap the product adequately to prevent damage.
11.3 Proof of postage is not proof of delivery and you are therefore strongly advised to send your package by recorded delivery, registered post or courier, and to insure the goods for their full value.
11.4 On receipt of the returned product, we will test it to identify the fault you have notified to us.
11.5 If following the testing process, the product is found to be in good working order without defect, we will return the product to you, and the carriage costs of this return will be your responsibility. Please note that if you have, in the meantime, required us to provide you with a replacement product before completion of the testing process, you will have to pay for this product also.
11.6 This warranty shall not apply if the goods have been worked upon, altered or damaged in any way by the Customer or its employees or agents, or to goods not used in accordance with the manufacturer's instructions.
12. Flow Optic’s liability
12.1 In its dealings with Business Customers, Flow shall under no circumstances be liable for any consequential or indirect damage or loss, however caused, including (but not restricted to) loss of business or profits, loss of goodwill, damage to trading relationships loss of data and other financial loss. ("Financial loss" in this sense does not refer to the price you have paid for the goods, which we may be liable to refund to you, in whole or in part, if the goods are faulty or do not comply with their description). Flow Optic's liability in respect of all other losses shall be limited to the invoiced amount of the relevant order.
12.2 Nothing in this agreement shall limit Flow Optic's liability for death or personal injury caused by its negligence.
13. Force Majeure
13.1 Where, in spite of its reasonable efforts, Flow Optic is unable to perform an obligation due to circumstances beyond its reasonable control, it shall not be deemed to be in breach of its contract with the Customer.
16. The Consumer Protection (Distance Selling) Regulations 2000
16.1 Contracts for the purchase of goods by a Customer not acting in the course of a business and made over the telephone or through the Flow website, fax or telephone, are, with the exception of certain excepted contracts, subject to The Consumer Protection (Distance Selling) Regulations 2000 ('the Regulations').
16.2 If the Regulations apply, Customers may cancel goods purchased from Flow Optics by sending a written notice of cancellation by post or hand delivery addressed to Customer Services at Flow House, 32 Wallingford Walk, St Albans, Hertfordshire, AL1 2JJ or by fax to +44 (0)844 414 5254 or by emailing email@example.com
16.3 The notice of cancellation must be delivered within 7 working days of the day after date of delivery of the goods.
16.4 The Customer will be responsible for the cost of returning the goods if he or she exercises this right of cancellation under the Regulations. If the Customer does not actually return the goods to Flow Optics, the Customer is under a duty to make the goods available for collection at the Customer's expense from the address to which they were delivered.
16.5 The Customer is under a duty to retain possession of the goods whilst awaiting return to Flow and to take reasonable care of them during this period. The Customer will be liable for any loss of or damage to the goods if he or she fails to comply with this obligation.
17. Errors and Omissions
17.1 Flow Optics makes every effort to ensure that all prices and descriptions quoted in its catalogue and on its website are correct and accurate. However, due to the fast changing e-commerce market it makes it inevitable that mistakes will occasionally occur. In the case of a manifest error or omission, Flow Optics will be entitled to rescind the contract, notwithstanding that it has already accepted the Customer's order and/or received payment from the Customer. Flow Optic's liability in that event will be limited to the return of any money the Customer has paid in respect of the order. In the case of a manifest error in relation to price, the Customer will be entitled to purchase the goods by paying the difference between the quoted price and the correct price, as confirmed in writing by Flow Optics after the manifest error has been discovered.
17.2 A 'manifest error', as the term is used in sub-paragraph 17.1 above, means, in relation to an incorrect price, a price quoted in error by Flow Optics which is more than 20% less than the price that would have been quoted had the mistake not been made.
25. Website Information
25.1 The information in this website is given in good faith and is subject to change without notice. Except to the extent expressly provided in Flow Optic's sales terms and conditions, if applicable, Flow is not responsible for any inaccuracies and (except as set out in clause 6.4) makes no representation and gives no warranty as to its accuracy.
25.2 The information in this website should not be relied on and does not constitute any form of advice or recommendation. By using this website you confirm that you have not relied on any such information. Any arrangements made between you and any third party named or referred to on the website are entirely at your sole risk and responsibility.
25.3 The sales information on this website is an invitation to treat only and is not intended to be nor should be construed as an offer to enter into a contractual relationship
27.1 Except to the extent expressly provided in Flow's Terms and Conditions of Sale, if applicable, Flow makes no warranty, express or implied, or representation whatsoever regarding the website or the Content or any advertising, services or products provided through or in connection with the website.
27.2 Flow does not guarantee that use of this website will be compatible with all hardware and software which may be used by visitors to the site.
27.3 Except as set out in clause 27.4, Flow will be under no liability to you whatsoever whether in contract, tort, (including negligence), breach of statutory duty, restitution or otherwise for any injury, death, damage or direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and like loss) howsoever caused arising out of or in connection with the use of this website or the use, accessing, downloading or relying on any information or other materials contained in this website, including, without limitation, as a result of any computer virus or any malicious computer code.
27.4 These terms and conditions do not exclude Flow's liability (if any) to you for personal injury or death resulting from Flow's negligence, for fraud or for any matter which it would be illegal for Flow to exclude or to attempt to exclude its liability.