Terms and Conditions Terms and Conditions
  Terms and Conditions
 



Interpretation
1.1 The following expressions, whether with or without the definite article, have the following meaning unless the context requires otherwise:

'Servo' means Servo Computer Services Ltd (company number 1420136) whose registered office is at Technology House, Hunsbury Hill Avenue, Northampton, NN4 8QS

'Agreement' means any contract or agreement between Servo and the Customer to which these terms and conditions apply and the expression "this Agreement" will be interpreted accordingly

'Customer' means a person who accepts a quotation of Servo for the supply of the Equipment and/or Services or whose order for the Equipment and/or Services is accepted by Servo

'Delivery Date' means the estimated date for the delivery of the Equipment set out in the Order

'Equipment' means the items of hardware, and software (if any) identified by description and/or charge in the Order or the Schedule and/or services specification and any manuals and other items of documentation supplied by the manufacturers of that hardware or owners of that software

'Order' means Servo’s quotation as accepted by the Customer or the Customer’s order as accepted by Servo

'Initial Period' means the period specified as such, commencing on the Commencement Date

'Party' means a party to this Agreement and Parties will be construed accordingly

'Place Of Use' means that part of the Customer’s premises at the Site where the Equipment is or is to be installed and operated

'Charge' means the aggregate of the price of the Equipment and/or of the Services set out in the Order

'Schedule' means the schedule of equipment and/or software to be maintained or supported which is attached to or referred to in the Order or produced by Servo in response to the Order

'Services' means the services set out in the Order and/or in the Schedule and/or services specification

'Services Section' means that part of these terms and conditions set out below and headed “Services Section”

'Services specification' means the description of the services to be provided which is attached to or referred to in the order, or produced by Servo in response to the order

'Service Level' means the description of the levels of services as outlined in the services specification

'Support Services' means the Hardware Maintenance and/or Software Support Services (if any) to be provided by Servo as specified in the Schedule and/or services specification

'Site' means the address for provision of the Services specified by the Customer and set out in the Order and/or the Schedule and/or services specification

'TOR' means a technical order of requirements and information necessary to give effect to the Order prepared by Servo and approved by the Customer

'VAT' means Value Added Tax

'Year 2000 Conformity' has the meaning set out in the document entitled ‘A Definition of Year 2000 Conformity Requirements’ published by the part of the British Standards Institution called DISC and which has the reference PD2000-1. In construing the meaning of this definition, regard will be had to the Amplification of the Definition and Rules set out in the same document

1.2 Unless the context requires otherwise, in these conditions:
1.2.1 Words importing the singular include the plural and vice versa;
1.2.2 Words or phrases importing any gender include both genders;
1.2.3 References to persons include individuals, bodies corporate, unincorporated associations and partnerships, local authorities and government departments;
1.2.4 Reference to any clause, sub-clause or schedule and/or services specification is to a clause, sub-clause or schedule and/or services specification of or to these conditions;
1.2.5 Clause headings are inserted for ease of reference only and will not affect the construction of these conditions;
1.2.6 Reference to any statute or statutory provision includes that statute or statutory provision as from time to time amended or re-enacted;

2. Services
2.1 Servo agrees to provide the Services to the Customer on these terms and conditions and in consideration of the payment of the Charge by the Customer.
2.2 Servo may in its discretion prepare a TOR in respect of any of the Services and:
2.2.1 on approval by the Customer, that TOR will form part of the Order and
2.2.2 Servo will make that TOR available to the Customer in sufficient time to enable it to comply with its obligations under this Agreement
2.3 The Services Section of these terms and conditions will apply as appropriate to the Services.
2.4 Any estimate or quotation produced by Servo or any order accepted by Servo is produced and/or accepted on these terms and conditions which will apply to this Agreement to the exclusion of any other terms and conditions subject to which any quotation or estimate is accepted or purported to be accepted by the Customer or to which any Order is made subject or purported to be made subject.

3. Charge
3.1 The Charge includes payment for any Equipment to be supplied or Services to be provided under this Agreement and, for the avoidance of doubt, where Support Services are to be provided, it includes the maintenance charges payable for such Services.
3.2 The Charge does not include:
3.2.1 Servo’s delivery charges which will be separately invoiced to the Customer and will be payable in accordance with clause 3.3 below; and
3.2.2 VAT which will be payable by the Customer in the manner and at the rate from time to time prescribed by law.
3.3 Unless credit terms have been agreed between Servo and the Customer in writing under clause 14, or unless specified otherwise in the Order and/or the Schedule and/or services specification, payment in full of the Charge and of any charges separately invoiced under clause 3.2 above (and VAT thereon) will become due upon earlier of the following:
3.3.1 the Actual Delivery Date
3.3.2 the date referred to in the relevant Services Section
3.3.3 30 days after the receipt by the Customer of the appropriate invoices.
3.4 Servo reserves the right to charge the Customer interest in respect of the late payment of any sum due under this Agreement (as well after as before judgment) at the rate of 5 per cent per annum above base rate from time to time of Barclays Bank plc from the due date therefore until payment.

4. Warranty
4.1 Subject to the limitations on%