The following terms and conditions apply to the sale of products purchased from Sigma Software Distribution by Resellers on this site. References throughout to Resellers or Reseller Partners are to Resellers who have completed a Reseller Partner Application Form with Grey Matter Ltd. acting through Sigma Software Distribution.
We want you to understand the basis upon which you buy products from us.
Please read these terms and conditions carefully. If there is anything that
you do not understand please contact us on +44 (0)1364 655200 or by email to the
following email address: email@example.com before ordering a product and we will
do our best to clarify the position for you. You will be contacted as soon as
1)WHO WE ARE
These terms and conditions are entered into between Grey Matter Ltd which is registered in England and Wales under number 1671407and whose registered office is 2 Prigg Meadow, Ashburton, Devon, TQ13 7DF, UK acting through its trading division Sigma Software Distribution (hereafter Sigma Software Distribution or Sigma) and the Reseller.
Our VAT Number is GB 384 9046 21
2) CUSTOMER SATISFACTION
If you have a suggestion as to how we can improve our service to you or if you are dissatisfied about our service or any goods or services that you bought from Sigma Software Distribution then please contact us immediately on +44 (0)1364 655200 or by email to the following email address: firstname.lastname@example.org
You will be contacted as soon as possible and definitely by the next working day. Our aim is to provide a resolution within five (5) working days.
3) HOW TO BUY FROM US
If you want to buy goods or obtain services from us you have a choice of ways of doing this.
A purchase order must be faxed, emailed or posted to us for all goods that are to be ordered. Our terms and conditions will apply to any contract for the sale of the relevant goods or services.
(B) CHECKING AND CORRECTING
It is up to you to check that your order form is completed correctly. If however you realise that you have made a mistake then do call us on +44 (0)1364 655200 and we will see whether it is possible to intercept the order before it is accepted by us or the publisher. It may not be possible to intercept the order and we shall be under no obligation to inform you of the fact in the event that it is not possible.
(C) ORDERS CANNOT BE WITHDRAWN WITHOUT OUR AGREEMENT
By submitting your order by any of the above methods you are irrevocably offering to buy the goods on these terms and conditions.
(D) ACCEPTANCE OF ORDERS
We are not obliged to supply goods or services to you until we have confirmed acceptance of your order and this is when the contract is made. We normally do this by email under the heading "Order Confirmation".
(E) ORDERING ALLOWS US TO USE YOUR PERSONAL DATA
By submitting your order you are also allowing us to use your personal details or your customer’s delivery details and end-user details (and you warrant that you have procured their consent to this) for the purposes of supplying the goods or services concerned (including passing your details and your customers’ details on to publishers, distributors, couriers and other subcontractors for the purpose of fulfilling your order).
The basis upon which we obtain and use personal data for this and other purposes is set out in our Privacy Statement which can be found on our website at http://www.sigmasd.com and which is also reproduced below.
You can obtain a quote by phone, fax, post or email. Quotes are stamped with a date/time group and are valid for five (5) working days from the moment of creation or the end of the calendar month, if within 5 working days of the month end. Should you decide to alter your quotation in any way then its validity expires and a new quotation should be created.
(G) UPGRADES AND EDUCATION/ACADEMIC PRODUCTS
If upgrades are required, you will need to provide serial number evidence of the current product(s) and for education/academic products, you will need to provide appropriate evidence of academic status.
We try to keep our prices as simple to understand as possible. However, you should bear in mind that prices are always subject to change. Reseller Partners can access their current pricing through their Account Manager or by requesting automatic daily pricefeeds to be set up.
Where applicable, delivery charges are shown as a separate line on every order (please refer to Shipping and Courier Charges below).
Our VAT Number is GB 384 9046 21.
Our prices do not include VAT which is chargeable at the then prevailing rate in the UK. VAT is also chargeable at the prevailing rate on all goods shipped to EU countries unless customers provide an end-user’s valid VAT/tax number on headed paper or an official document. When a user in an EC country, other than the UK, provides a valid VAT number then the ‘Total Exc. VAT’ applies.
Books in general are 0% VAT rated. However, when a book contains electronic media – disks, CD ROMs etc. then VAT applies to the proportion of the charge which is for the electronic media.
6) RISK AND DELIVERY
Unless otherwise agreed in writing by Sigma, delivery of goods shall take place at Sigma's place of business. The Reseller will take delivery of the goods within twenty one (21) days of Sigma giving it notice that the goods are ready for delivery. Any dates specified by Sigma for delivery of the goods are intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery will be within a reasonable time. Subject to the other provisions of these terms Sigma will not be liable for any direct, indirect or consequential loss costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the goods (even if caused by Sigma's negligence). If the Reseller does not accept delivery or Sigma cannot deliver at the agreed time because the Reseller has not given adequate instructions as to where delivery will occur delivery shall be deemed to have taken place. Risk in the goods shall pass to the Reseller upon delivery. However, title to the goods will remain with Sigma Software Distribution until the Reseller pays for the goods in full.
7) NO WARRANTIES
We do not warrant that any products sold to you will meet your requirements or your customer’s requirements or that their operation will be uninterrupted or error free.
If you need a contractually binding term or condition relating to a particular product then you must before you order provide us with all relevant information and details of precisely what assurance you are seeking. You can do this by contacting us on +44 (0)1364 655200 or by email at the following email address: email@example.com However you do need to obtain our separate written unambiguous agreement to the term or condition concerned and we can withhold our agreement to it at our entire discretion and without giving reasons.
8) EXCLUSION OF LIABILITY
Further to our company policy we hereby exclude all express and implied warranties or conditions relating to the products and services that we sell whether via our website at http://www.sigmasd.com or otherwise. The only exceptions being:
- if those warranties or conditions are clearly stated on our website as being applicable to the sale of the relevant product or provision of the service concerned;
- warranties that come direct from the manufacturers of the products which we have expressly indicated are available to you;
- if the warranties and conditions are contained in a separate written agreement between us which we have agreed are to be contractually binding on us;
- that we do not exclude our liability for death or personal injury caused by our negligence or liability based on a proven claim against us of fraudulent misrepresentation; and
- THE ABOVE POLICY DOES NOT AFFECT ANY STATUTORY RIGHTS WHICH ARE AVAILABLE TO YOU TO THE EXTENT THAT SUCH RIGHTS ARE INCAPABLE OF BEING EXCLUDED BY LAW.
9) LIMITATION OF LIABILITY
Our liability to you for any losses and costs connected with the sale of products or services to you shall not exceed the amount you originally paid us for the products or services in respect of which your claim relates.
In no event will we be liable to you for any indirect or consequential damages even if we have been advised of the possibility of such damages. In particular without limiting the generality of the foregoing we accept no liability for any defective programmes, code or loss or corruption of data made or stored using products obtained from us nor for the costs of recovering or replacing such programmes, code or data.
Nothing in this statement limits our liability to you in the event of death or personal injury resulting from our negligence or based on a proven claim against us of fraudulent misrepresentation.
10) HOW TO PAY
WITHIN THE UK
- cheque made out to "Sigma Software Distribution"
- bank transfer – bank details can be provided on request
- credit card
- on account (account holders only)
OUTSIDE THE UK
- credit card
- a (£) Sterling cheque drawn on a British bank made out to "Sigma Software Distribution"
- a transfer of (£) Sterling funds to our bank account (our account details can be provided on request). If you use a bank transfer you are required to bear all bank charges.
- a transfer of ($) US dollar funds to our ($) US Dollar bank account (our account details can be provided on request). If you use a bank transfer you are required to bear all bank charges.
- a transfer of (€) Euro funds to our (€) Euro bank account (our account details can be provided on request). If you use a bank transfer you are required to bear all bank charges.
11) CREDIT TERMS FOR ACCOUNT HOLDERS
If you have a credit account with us payment is due thirty (30) days after the date of our invoice. Unless otherwise agreed in writing, t is our practice and right to charge interest for late payment calculated daily at 4% above The Royal Bank of Scotland base rate. We reserve the right to withdraw credit facilities or to suspend deliveries without further notice if payment is not received by the due date.
12) PROFORMA INVOICES
Proforma invoices are valid for five (5) working days or until the end of the calendar month, if within 5 working days of the month end. Payment up front and an official order quoting the proforma reference number is required before the goods are shipped.
Please do not send goods back to us without an authorised returns (RMA) number. , We recommend that you contact Sales support in the first instance, on +44 (0)1364 655200 and we will advise you of the format for spreadsheet submission.
You must ensure that goods are adequately re-packed. If returned goods are found to be damaged during transit back to us, they will be returned to you at your expense and no credit will be issued.
You should inspect your order when you receive it for defects or any damage. If you find a defect or any damage you must contact us as soon as possible and no later than five (5) working days of receipt of the relevant product(s). We will then at our discretion issue you with an authorised returns (RMA) number and advise you of the appropriate returns address. Upon inspection, we will at our discretion replace the goods or refund the price paid by you.
After five (5) working days you will have been deemed to have accepted the goods.
14) SHIPPING AND COURIER CHARGES
Any stated delivery date constitutes only a warranty that we will use reasonable endeavours to effect delivery by or about that date. No liability will be accepted by us for failure to meet delivery dates, however caused.
Delivery to mainland UK is free, providing the purchase order exceeds seventy five pounds sterling (£75) in value, and the goods are delivered directly to the reseller. Delivery is charged for orders below seventy five pounds sterling (£75), deliveries outside mainland UK and all third party deliveries. All electronic deliveries are free.
If the goods are in stock and you place your order which is accepted by us before 4.00pm you will normally receive them next day. If we are unable to deliver your goods within the specified time for whatever reason we will try to contact you to arrange an alternative time for delivery. In those circumstances you have the right to cancel your order.
We ship your physical goods by express overnight courier as soon as we receive them so with large orders you might receive a part-shipment. If you expressly do not wish to receive part-shipments then please let us know when you place your order.
15) SOFTWARE PIRACY AND LICENSING
Sigma Software Distribution supports each software publisher's right to license its products in the way that best meets its commercial interests. By ordering from Sigma Software Distribution you are agreeing to comply with the licence terms of the product(s) that you have purchased.
Sigma Software Distribution and the Sigma logo are trademarks of Grey Matter Ltd. You are not licensed to use any Grey Matter trademarks except with the express permission of Grey Matter. Other trademarks of software suppliers may also be displayed on our site from time to time. Supplier material may be subject to trademark and copyright restrictions imposed by the software supplier.
17) TRADING HOURS AND RESPONSE TIMES
The office hours of Sigma Software Distribution are 8.30am to 6.00pm UK time and the office is open every day of the year other than weekends and United Kingdom public holidays unless otherwise advised. All orders and quotations received are acknowledged by email. All customer emails received by us will be responded to within one (1) working day of receipt, and in most cases, a response will be received within four (4) working hours, unless due to circumstances beyond our control (e.g. ISP failure).
18) PRIVACY STATEMENT
Grey Matter Ltd is registered with the United Kingdom Data Protection Registrar and is committed to dealing with personal data in the spirit of the Data Protection Act 1998 ("the Act").
Grey Matter Ltd holds a current Data Protection registration which may be inspected at http://www.dpr.gov.uk. The registration number is Z6366658. As part of website registration, Reseller Partner Account application, quoting or ordering, Sigma Software Distribution may collect personal data concerning you and your use of our website (and where necessary for the purpose of licence registration or other purposes integral to our sale of goods to you, personal data concerning your customers). You warrant that you have obtained the consent of your customers to our using their personal data where necessary as set out in these terms.
We only collect information about you or your customers that you provide us with during the ordering or registration process whether you do this online or by other approved methods and we will respect confidentiality in respect of any third party delivery addresses given to us.
We collect this information to enable us to process your orders in an efficient manner and to assist us in seeking to provide a high quality service to you. We also use it for the other purposes set out in this Privacy Statement.
Sigma Software Distribution agrees not to pass your personal data or your customers’ personal data on to any third parties save for the purposes of supplying the goods concerned which may include passing your and your customers’ details to licensors, distributors, suppliers, couriers and other sub-contractors for the purpose of fulfilling your orders.
Sigma Software Distribution may consider it necessary to contact you by email, post or telephone in relation to any business related matter including service level improvements and new product information and you consent that we may do so. If you do not want to be contacted in this way for any of those purposes then please get in contact and let us know.
You also consent that we may track your use of the site and use any cookies or personal data for the provision of demographic information of an aggregated and collective nature for our own analysis of commercial trends, site usage and other similar research and statistics. You also consent that we may share this with third parties in an anonymous format that does not allow you to be identified
In case of any query about our use of your personal data or about your privacy when using our site or generally please contact our webmaster either by email to: firstname.lastname@example.org or by post to: Sigma Software Distribution, 2 Prigg Meadow, Ashburton, Devon, TQ13 7DF, UK.
20) EMAIL DISCLAIMER
(A) CONFIDENTIALITY NOTICE
When you use this site we may have cause to communicate with you by email.
Our emails (including any attachments to them) may contain information that is confidential or legally privileged and intended only to be seen by a particular person or persons.
If you know that you are not the intended recipient of an email or it is reasonably obvious that you are not the intended recipient, please note that any onward disclosure, copying, distribution or any use made of it (and any attachments) is prohibited and may be unlawful.
If you are not the intended recipient of an email or attachment please notify the sender immediately and then delete the original email received and any attachment without making any copies or using the same in any other way.
(B) SECURITY AND MALICIOUS CODE WARNING
Email transmission cannot be guaranteed to be secure or error free for many reasons, for example information can be intercepted, corrupted, lost, destroyed, delayed or be incomplete or contain viruses.
YOU SHOULD ALWAYS CARRY OUT YOUR OWN VIRUS CHECK BEFORE OPENING ANY ATTACHMENT.
Emails and any files attached to them have been checked with virus detection software before transmission. However, Sigma Software Distribution accepts no liability for any loss or damage which may be caused by viruses or other pernicious code or third party action.
21) PROVISION OF INFORMATION ABOUT PRODUCTS
All and any information about the products on this site is provided by Sigma Software Distribution in good faith and has been created in conjunction with and/or obtained from our software product suppliers. The information on this site is not warranted to be complete or up to date and may be altered without notice at the discretion of Sigma.
IT IS YOUR RESPONSIBILITY TO ENSURE THAT YOU ARE USING THE MOST UP TO DATE AND COMPLETE INFORMATION RELATING TO ANY PARTICULAR PRODUCT. IN A FAST MOVING SECTOR SUCH AS SOFTWARE IT IS YOUR RESPONSIBILITY TO REFER TO THE MOST RECENT PRODUCT DESCRIPTION AND THE MOST RECENT PRODUCT PRICING WHEN PLANNING YOUR ORDER. The original supplier of the product is the definitive source of up to date product information not Sigma Software Distribution.
22) INTELLECTUAL PROPERTY
Except where otherwise identified the programming of this site and images and text on it are the copyright and/or database right of Grey Matter Limited acting through its trading division Sigma Software Distribution. You are not licensed to use any Grey Matter, Sigma or third party copyright or database rights except with the express permission of Sigma Software Distribution or as may be implied by virtue of your visiting the site to acquire goods and services offered on it.
If any provision of these terms shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable the invalidity or unenforceability of such provision shall not affect the other provisions of the terms and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect. The parties to these terms agree to attempt to substitute for any invalid or unenforceable provision a valid or enforceable provision which achieves to the greatest extent possible the economic legal and commercial objectives of the invalid or unenforceable provision.
These terms shall be construed in accordance with laws of England and Wales and the parties submit to the exclusive jurisdiction of the English Courts.
Neither party shall be liable for any breach of its obligations hereunder resulting from causes beyond its reasonable control including but not limited to fires, strikes (of its own or other employees), riots, embargoes or inability to obtain the required services (including but not limited to telecommunication services) from third parties.
A person who is not a party to these terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of them but this does not affect any right or remedy of a third party which exists or is available apart from that Act.