RABSEC
TERMS & CONDITIONS OF BUSINESS
Meine Investments Limited trading as Rabsec
Company Number: 13125623 | VAT Registration Number: GB440377505
Registered Office & Trading Address: 2 St Edwin Reach, Doncaster, DN7 4FD
These Terms & Conditions apply to orders placed with and Goods and Services supplied by Meine Investments Limited trading as Rabsec.
Rabsec operates as a trade-only supplier to professional installers, engineers, businesses and other trade customers. These Conditions are intended to govern business-to-business transactions and are not intended as consumer terms.
The Customer's attention is particularly drawn to Clause 13 (Limitation of Liability) and the provisions concerning installation responsibility in Clause 7.
1. INTERPRETATION
1.1 Definitions
Business Day: A day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Conditions: These Terms & Conditions of Business, as amended from time to time.
Contract: The contract between Rabsec and the Customer for the supply of Goods and/or Services in accordance with these Conditions.
Customer: The person, company, firm or other business entity purchasing Goods and/or Services from Rabsec.
Delivery Location: The delivery address specified in the Order or another location agreed by Rabsec in writing.
Goods: The products or equipment supplied by Rabsec as specified in the Order.
Order: An order for Goods and/or Services placed through the Rabsec website, by purchase order, email, telephone, acceptance of a quotation or another method accepted by Rabsec.
Rabsec, we, us or our: Meine Investments Limited trading as Rabsec, registered in England and Wales under company number 13125623.
Services: Any services supplied by Rabsec, including but not limited to technical support, system design, pre-configuration, programming, project support and installer training.
Website: The Rabsec website and associated customer or trade portals operated by or on behalf of Rabsec.
1.2 Interpretation
References to legislation include that legislation as amended or replaced from time to time.
Words including “including”, “includes”, “for example” or similar expressions are illustrative and do not limit the words preceding them.
References to “writing” include email and other electronic written communications.
2. BASIS OF CONTRACT
2.1
An Order placed by the Customer constitutes an offer to purchase Goods and/or Services from Rabsec subject to these Conditions.
2.2
An automated order acknowledgement, website confirmation or similar communication confirms that we have received the Order but does not necessarily mean that the Order has been accepted. A Contract will come into existence when Rabsec: (a) expressly accepts the Order in writing; (b) dispatches the Goods; (c) commences providing the Services; or (d) issues an invoice in respect of the Goods or Services, whichever occurs first.
2.3
Rabsec may decline or cancel an Order before acceptance, including where Goods are unavailable, a pricing or product-information error has occurred, payment has not been authorised, or we are unable to fulfil the Order. Where payment has already been received for an Order that we cannot accept, the appropriate amount will be refunded or credited.
2.4
Product photographs, specifications, drawings, descriptions and other information provided on our Website, quotations, catalogues or other materials are intended to provide a reasonable representation of the Goods. Manufacturers may alter specifications, packaging, appearance or product features without notice. Minor variations that do not materially affect the nature or function of the Goods will not constitute a breach of Contract.
2.5
These Conditions apply to the Contract to the exclusion of any terms the Customer seeks to impose or incorporate unless expressly agreed by Rabsec in writing.
2.6
Unless otherwise stated on the quotation, Rabsec quotations are valid for 30 days from the date of issue. A quotation does not constitute acceptance of an Order.
2.7 Trade Customers
Rabsec operates as a trade-only distributor. By opening a trade account or placing an Order, the Customer confirms that they are purchasing wholly or mainly for purposes relating to their trade, business, craft or profession. Rabsec reserves the right to refuse, suspend or close a trade account where we reasonably believe it is being used for non-trade purposes or where information supplied in connection with the account is inaccurate or misleading.
3. GOODS
3.1
Goods will be as described in the applicable Order, quotation or product listing, subject to reasonable manufacturer changes.
3.2
The Customer is responsible for checking that Goods are appropriate and compatible with the system or application for which they are intended. Rabsec may provide advice, system-design assistance or product recommendations, but such assistance does not remove the Customer's responsibility as a professional installer to verify suitability before installation.
3.3
Where Rabsec has relied upon information supplied by the Customer when recommending or specifying Goods, the Customer is responsible for ensuring that information is complete and accurate.
3.4
Rabsec may substitute or recommend an alternative product where the original product has become unavailable or discontinued. No substitution will be supplied without the Customer's agreement where the alternative materially differs from the Goods ordered.
4. DELIVERY
4.1
Rabsec will deliver Goods to the Delivery Location stated in the Order or another location agreed in writing.
4.2 Same-Day Dispatch
Orders placed before 3:00 PM Monday to Friday will normally be processed for dispatch on the same Business Day, subject to: (a) stock availability; (b) cleared payment or available account credit; (c) completion of any necessary security or account checks; and (d) sufficient time being available for processing and carrier collection. Orders placed after 3:00 PM, at weekends or on public holidays will normally be processed on the next Business Day.
4.3 Next-Working-Day Services
Wherever reasonably possible, Rabsec uses next-working-day delivery services for UK deliveries. Next-working-day delivery is a target and not a guaranteed delivery time unless Rabsec expressly confirms otherwise in writing.
4.4
Any delivery date or time provided by Rabsec is an estimate unless expressly stated to be guaranteed. Time for delivery shall not normally be of the essence of the Contract.
4.5 Stock Availability
If an item becomes unavailable or Rabsec becomes aware of a delay, we will endeavour to inform the Customer as soon as reasonably possible. Where information is available, we will provide an expected availability or delivery date and may discuss suitable alternative products.
4.6
Where an Order contains multiple Goods and one or more items are unavailable, Rabsec may, following consultation with the Customer where appropriate: (a) dispatch available Goods separately; (b) hold the Order until all Goods are available; or (c) offer alternative Goods. Additional carriage charges for a Customer-requested split delivery may be payable by the Customer where agreed before dispatch.
4.7
Some Goods may be delivered directly from a manufacturer, distributor or other supply partner on Rabsec's behalf.
4.8
Rabsec shall not be liable for delivery delays caused by circumstances outside our reasonable control, including carrier delays, adverse weather, industrial action, manufacturer delays or other Force Majeure Events.
4.9
The Customer must provide accurate delivery information and ensure that somebody is available to accept delivery where required. Any reasonable additional delivery, storage or redelivery costs caused by incorrect information or the Customer's failure to accept delivery may be charged to the Customer.
5. RETURNS, FAULTY GOODS AND WARRANTY
5.1 Unwanted or Incorrectly Ordered Goods
Requests to return unwanted or incorrectly ordered Goods should be made within 14 days of delivery. Unless Goods are faulty, damaged or have been supplied incorrectly by Rabsec, Goods accepted for return must be: (a) unopened; (b) unused; (c) in their original undamaged packaging; and (d) complete with all accessories, manuals and components supplied. All returns require prior authorisation from Rabsec.
5.2 Returns After 14 Days
Requests to return unwanted Goods after the 14-day returns period will be considered at Rabsec's discretion. Acceptance is not guaranteed. Where Rabsec agrees to accept a return after 14 days, the Goods must normally remain unopened, unused, complete and in their original undamaged packaging. Rabsec may impose a restocking fee as a condition of accepting a late return. Any applicable fee will be communicated before the return is authorised and may be deducted from any refund or credit.
5.3 Special-Order and Pre-Configured Goods
Goods specially ordered, programmed, configured, modified or otherwise prepared specifically for the Customer may not be returnable unless faulty, damaged or supplied incorrectly, except where Rabsec agrees otherwise in writing.
5.4 Damaged or Incorrect Goods
The Customer should notify Rabsec as soon as reasonably possible if Goods arrive damaged or if incorrect Goods have been supplied. Rabsec may request photographs of the Goods, packaging, shipping label or other information reasonably necessary to investigate the matter.
5.5 Faulty Goods
Where the Customer believes Goods are faulty, the Customer should contact Rabsec before returning them. Rabsec may provide technical assistance or remote diagnostics before authorising a return. Where Goods are confirmed as faulty and covered by the applicable warranty, Rabsec may, subject to the manufacturer's warranty terms and applicable law, arrange repair, replacement, credit or refund as appropriate.
5.6 Warranty Exclusions
Rabsec will not normally be responsible for faults or damage caused by: (a) incorrect installation, configuration or commissioning; (b) failure to follow manufacturer instructions; (c) misuse, negligence or accidental damage; (d) unauthorised modification or repair; (e) unsuitable power supplies, cabling, networking or connected equipment; (f) abnormal environmental or operating conditions; (g) water ingress caused by incorrect installation or sealing; (h) fair wear and tear; or (i) removal, alteration or damage to serial numbers, security seals or other identifying labels.
5.7 Advance Replacements
Rabsec may, at its discretion, provide an Advance Replacement before the original equipment has been returned and without requiring payment for the replacement item in advance. Unless otherwise agreed in writing, the original equipment must be returned to Rabsec within 14 days of the Advance Replacement being supplied. If the original equipment is not returned within 14 days, Rabsec reserves the right to invoice the Customer for the Advance Replacement supplied. The provision of an Advance Replacement does not waive the requirement to return the original equipment.
5.8
The Customer must not return Goods to Rabsec without first obtaining authorisation.
6. TITLE AND RISK
6.1
Risk in the Goods passes to the Customer upon completion of delivery.
6.2
Title to Goods shall not pass to the Customer until Rabsec has received payment in full and in cleared funds for those Goods and any directly related charges.
6.3
Until title passes, the Customer shall, so far as reasonably practicable: (a) keep the Goods identifiable as Goods supplied by Rabsec; (b) keep them in satisfactory condition; (c) not remove or obscure identifying marks or serial numbers; and (d) adequately protect and insure the Goods.
6.4
Where Goods for which Rabsec retains title remain identifiable and recoverable, Rabsec may require their return following non-payment, subject to applicable law.
7. SERVICES, TECHNICAL SUPPORT AND SYSTEM DESIGN
7.1
Rabsec may provide Services including Technical Support, System Design, Pre-Sales Support, Remote Support, Pre-Configuration, Programming, Project Support and Installer Training.
7.2
Rabsec will provide paid Services using reasonable care and skill.
7.3
Any dates or completion times given for Services are estimates unless expressly agreed otherwise in writing.
7.4 Technical Assistance
Technical advice and support supplied by Rabsec is intended to assist professional installers. The Customer remains responsible for ensuring that equipment is correctly installed, configured, commissioned, tested and maintained in accordance with manufacturer instructions, applicable standards, regulations and good industry practice.
7.5 System Design
Where Rabsec assists with system design or product selection, our recommendations will be based upon the information provided by the Customer. The Customer is responsible for verifying site conditions, measurements, cable routes, power requirements, network infrastructure, coverage requirements and other site-specific factors before installation.
7.6 Pre-Configuration and Programming
Where Rabsec pre-configures or programs equipment, the Customer remains responsible for checking the configuration and fully testing and commissioning the completed system following installation. Site conditions or changes to equipment, firmware, networks, addressing or other systems may require additional configuration after delivery.
7.7 Remote Support
Where the Customer permits Rabsec to remotely access equipment, computers or networks for technical-support purposes, the Customer confirms that it has authority to provide that access. The Customer should maintain appropriate backups of relevant configurations and data.
7.8
Nothing in the provision of technical support, system design, pre-configuration, programming or training transfers the professional installer's responsibility for the safety, suitability, regulatory compliance or final commissioning of an installed system to Rabsec.
8. CUSTOMER OBLIGATIONS
8.1
The Customer shall: (a) provide accurate and complete information when placing Orders or requesting Services; (b) ensure that products ordered are suitable for the intended application; (c) cooperate reasonably with Rabsec in providing Services; (d) provide information, access and materials reasonably required for technical or project support; (e) maintain all necessary licences, permissions and consents relevant to its installation activities; (f) comply with applicable laws, regulations and health and safety requirements; and (g) protect account credentials and notify Rabsec if unauthorised access to its account is suspected.
9. PRICES, QUOTATIONS AND PAYMENT
9.1
Unless otherwise agreed, the price payable for Goods or Services shall be the price stated in the accepted Order or quotation.
9.2
Unless expressly stated otherwise, prices shown to Rabsec trade customers are exclusive of VAT. VAT will be charged at the applicable rate.
9.3
Delivery, special handling, programming, project services and other applicable charges may be charged separately where stated.
9.4 Quotations
Unless otherwise stated, quotations are valid for 30 days. After the validity period expires, Rabsec may issue a revised quotation reflecting current pricing and availability.
9.5 Pricing Errors
Rabsec takes reasonable care to ensure prices are accurate. If an obvious pricing error is discovered before an Order has been accepted or dispatched, Rabsec may correct the error and give the Customer the opportunity to proceed at the correct price or cancel the affected item.
9.6
Payment shall be made in accordance with the payment terms shown on the Order, invoice or Customer's agreed credit account.
9.7 Credit Accounts
Any credit facility provided by Rabsec is discretionary and may be subject to credit checks, credit limits and payment terms. Rabsec may reduce, suspend or withdraw credit facilities where reasonably necessary, including following overdue payment or a material change in the Customer's creditworthiness.
9.8 Late Payment
Where a Customer fails to pay an amount when due, Rabsec reserves its statutory rights in relation to late payment, including rights available under the Late Payment of Commercial Debts (Interest) Act 1998, where applicable.
9.9
The Customer shall pay amounts properly due without set-off, counterclaim or deduction except where required by law.
10. CANCELLATION
10.1
Because Rabsec supplies trade customers on a business-to-business basis, Orders do not automatically benefit from consumer cancellation rights.
10.2
Once an Order has been accepted, cancellation is subject to Rabsec's agreement.
10.3
Where Rabsec agrees to cancellation after Goods have been ordered from a supplier, configured, programmed, manufactured or otherwise committed specifically for the Customer, Rabsec may recover reasonable costs already incurred.
10.4
Nothing in this clause affects the Returns provisions in Clause 5.
11. INTELLECTUAL PROPERTY
11.1
Intellectual Property Rights belonging to manufacturers, software providers or other third parties remain the property of their respective owners.
11.2
Unless otherwise agreed in writing, Rabsec retains ownership of Intellectual Property Rights created by Rabsec in connection with its Services, including training materials, documentation, designs, templates and other proprietary materials.
11.3
Where Rabsec supplies a design, configuration document or similar deliverable for a Customer's project, the Customer may use that material for the project for which it was supplied unless otherwise agreed.
12. DATA PROTECTION AND CONFIDENTIALITY
12.1
Each party shall comply with applicable UK data protection legislation in relation to Personal Data processed in connection with the Contract.
12.2
Rabsec's handling of Personal Data is further explained in our Privacy Policy.
12.3
Where remote technical support requires access to systems containing Personal Data, the Customer is responsible for ensuring it has the necessary authority and lawful basis to permit such access.
12.4
Each party shall take reasonable steps to protect confidential business, technical and commercial information received from the other and shall not disclose such information except where necessary to perform the Contract or where required by law.
13. LIMITATION OF LIABILITY
NOTICE
THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
13.1
Nothing in these Conditions excludes or limits liability where it would be unlawful to do so, including liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot lawfully be excluded or limited.
13.2
Subject to Clause 13.1, Rabsec's total aggregate liability arising out of or in connection with a Contract shall not exceed the total amount paid or payable by the Customer under the Contract giving rise to the claim.
13.3
Subject to Clause 13.1, Rabsec shall not be liable for: (a) loss of profit; (b) loss of sales or business; (c) loss of anticipated savings; (d) loss of contracts; (e) loss of goodwill; (f) loss or corruption of data; (g) business interruption; or (h) indirect or consequential loss.
13.4
Rabsec shall not be liable for losses resulting from inaccurate, incomplete or misleading information supplied by the Customer.
13.5
Rabsec shall not be responsible for loss arising from incorrect installation, configuration, commissioning or maintenance carried out by the Customer or another third party.
13.6
Where Rabsec provides product-selection advice, system-design assistance, technical support or pre-configuration based upon information provided by the Customer, Rabsec shall not be responsible for losses resulting from site conditions, requirements or other material information that was not disclosed to Rabsec.
13.7
Nothing in these Conditions is intended to exclude any statutory right or remedy that cannot lawfully be excluded in a business-to-business contract.
14. SUSPENSION AND TERMINATION
14.1
Rabsec may suspend further deliveries, Services or use of a credit facility where: (a) an amount owed to Rabsec is overdue; (b) the Customer materially breaches the Contract; (c) Rabsec reasonably believes the Customer may be unable to meet its payment obligations; (d) the Customer becomes insolvent or enters administration, liquidation or another formal insolvency process; or (e) continued supply would expose Rabsec to legal, regulatory, fraud or security risk.
14.2
Where a material breach can reasonably be remedied, Rabsec may give the Customer an opportunity to remedy it before terminating the Contract.
14.3
Termination does not affect rights or liabilities that arose before termination.
14.4
Amounts already due to Rabsec remain payable following termination.
15. FORCE MAJEURE
15.1
Neither Rabsec nor the Customer shall be liable for failure or delay in performing an obligation where the failure or delay results from circumstances beyond that party's reasonable control. Such circumstances may include natural disasters, severe weather, fire, flood, war, terrorism, civil disturbance, industrial action, epidemics, pandemics, government action, interruption of utilities or communications, cyber incidents affecting third-party infrastructure, transport disruption, carrier failure, supply-chain disruption or manufacturer shortages. The affected party shall use reasonable endeavours to minimise the effect of the event.
16. WEBSITE AND TRADE ACCOUNTS
16.1
Access to trade pricing and online ordering may require an approved Rabsec trade account.
16.2
Customers are responsible for maintaining the confidentiality of their account credentials and for activity carried out through their account by authorised users.
16.3
Trade pricing, availability and account-specific information displayed after login is intended for the relevant trade Customer and should not be treated as a public retail price list.
16.4
Website stock information reflects the information reasonably available to Rabsec at the time but does not constitute a guarantee that Goods remain available until an Order is accepted.
16.5
Rabsec may suspend website or portal access temporarily for maintenance, security, technical reasons or where we reasonably suspect misuse.
17. GENERAL
17.1 Assignment
Rabsec may assign or subcontract its rights or obligations where reasonably necessary to operate its business or fulfil the Contract. The Customer may not assign its rights under a Contract without Rabsec's prior written consent.
17.2 Severance
If any provision of these Conditions is found to be invalid, unlawful or unenforceable, that provision shall be treated as modified or deleted to the minimum extent necessary. The remaining provisions will continue in force.
17.3 Waiver
Failure or delay by either party in exercising a right does not constitute a waiver of that right.
17.4 No Partnership or Agency
Nothing in these Conditions creates a partnership, joint venture or agency relationship between Rabsec and the Customer.
17.5 Entire Agreement
The Contract constitutes the agreement between Rabsec and the Customer concerning the relevant Goods or Services and supersedes previous discussions or representations relating to that Contract, except in cases of fraud or fraudulent misrepresentation.
17.6 Third-Party Rights
Unless expressly stated otherwise, a person who is not a party to the Contract has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of it.
17.7 Variation
Rabsec may update these Conditions from time to time. The Conditions applying to an Order will normally be those in force when the Contract for that Order is formed unless the parties expressly agree otherwise.
17.8 Governing Law
These Conditions and any Contract between Rabsec and the Customer shall be governed by and construed in accordance with the laws of England and Wales.
17.9 Jurisdiction
The courts of England and Wales shall have exclusive jurisdiction to settle disputes or claims arising out of or in connection with these Conditions or a Contract.
18. RABSEC COMPANY INFORMATION
18.1
Rabsec is a trading name of Meine Investments Limited.
Company details
Meine Investments Limited
Registered in England and Wales
Company Number: 13125623
VAT Registration Number: GB440377505
Registered Office & Trading Address:
2 St Edwin Reach
Doncaster
DN7 4FD
United Kingdom
Email: hello@rabsec.co.uk
Telephone: 01302 358179
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