Legal information

Data protection officer

If you have any questions about the processing of your personal data, please do not hesitate to contact our data protection officer, who is also available in the case of applications, requests for information, or complaints. You can contact our data protection officer as follows:

via mail:

SYNAXON UK Ltd.
Data Protection Officer
Xpdia House
Cinnamon Park
Crab Lane
Warrington
WA2 0XP

via e-mail:

dataprotection@synaxon.co.uk

Responsible for data processing

Person responsible within the meaning of the General Data Protection Regulation (EU GDPR) and the UK General Data Protection Regulation (as defined in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018) (UK GDPR), (together the GDPR) is Synaxon UK Ltd., Xpdia House, Cinnamon Park, Crab Lane, Warrington WA2 0XP

Telephone: +44 1925346100

For what purposes do we process your data?

For establishment, execution and/or termination of a contract

If you register on our platform and/or conclude another contract with us via the platform, we process the data required for the conclusion, performance or termination of the contract with you.

For customer support: 

We want to offer you powerful customer support. To do this, we aggregate your data into a partner file. When you contact us, our employees have a comprehensive overview of your data, so they can advise you quickly, and in the best possible way.

For website analysis:

With the help of evaluations of your use of EGIS and other online offers of SYNAXON UK Ltd., we try to determine which websites and features are particularly interesting for our users. We also try to identify vulnerabilities in user guidance.

For misuse detection and troubleshooting:

In order to administer this page technically and to provide it stably, we are dependent on monitoring all incoming internet requests. 

To provide information to public authorities within the legal framework:

To the extent that we are required by law or by an administrative or judicial decision to do so, we will disclose personal information to requesting governmental entities. In particular, this may be dissemination for law enforcement, security, or intellectual property rights enforcement purposes.

What data do we process?

For the purposes documented above, we record during your visit to our platform:

• the IP address of your computer
• the website from which you visit us
• the web browser you are using (type and version)
• the operating system you are using
• the screen resolution you use
• date and time of your platform  use
• the pages / functions you visited during our online offer, all form and data entries in the platform (in particular delivery addresses, customer data, e-mail addresses, telephone numbers, inquiries, quotation data, project enquiries, order transactions, order documents and searches)

If you call us, we record call time, calling number, called number and the call duration. In the case of contacting by email, we save the email history. We also create a customer profile of you. The profile contains your company name, the company address, if necessary different billing and delivery address, telephone number, the name of the owner / manager, the e-mail address, and information on the homepage. 

Purpose and legal basis

The processing of your personal data is necessary for the performance of a contract of which you are a party, or for the performance of any pre-contractual action that is required upon your request. The legal basis for this processing is Article 6 (1) (b) GDPR. 

In the event you contact us (e.g., e-mail or contact form), the personal data will be used exclusively to process your request. The legal basis for this processing is your consent under Art. 6 (1) (a) GDPR. 

In the other cases in which personal data is processed, the processing is carried out to protect our legitimate interests, namely, to analyse the use of the website, for misuse detection and fault elimination. The legal basis for this processing is Article 6 (1) (f) GDPR. 

Duration of storage of personal data

The duration of the storage of personal data is determined by the respective legal retention period. After the deadline, the corresponding data is routinely deleted, if it is no longer required for contract fulfilment or contract initiation and / or we have no legitimate interest in the re-storage. 

If data is to be deleted due to the exercise of intervention rights (for example in the case of the assertion of a cancellation claim or the revocation of a consent), the corresponding data will be deleted immediately. 

Transfer of personal data to third parties

We only use your personal data for the purpose for which you have given us your data. 

Insofar as external service providers (e.g. transport companies) are used by us as part of the provision of services, their access to the data is also solely for the purpose of providing services. Through technical and organisational measures, we ensure compliance with data protection regulations and also commit our external service providers to this.

In addition, we will not share your information with third parties without your express consent. A transfer of your personal data takes place only, if you have consented to the data transfer, or if we are entitled or obliged by law, or by a decision of the authorities or court. In particular, this may be dissemination for law enforcement, security, or intellectual property rights enforcement purposes. 

Encryption

Your personal data is encrypted and transmitted over the internet to our servers. We use SSL encryption (Secure Socket Layer) for data transmission. 

Use of cookies

On different pages we use so-called cookies. Cookies are used to make our offer more user-friendly and effective. Cookies are small text files that are stored on your device via your browser. Cookies contain no personal data and can therefore not be directly assigned to a user. Cookies only require minimal storage space and do not affect your device. 

Most browsers are set to automatically accept cookies. Please note that certain cookies are already set as soon as you enter our online offer. 

You can deactivate the storage of cookies by means of an appropriate browser setting or set your browser so that you are informed about the setting of cookies and decide individually on their acceptance. Furthermore, previous set cookies can be deleted at any time via the Internet browser or other software programs.

Each browser differs in the way it manages the cookie settings. This is described in the help menu of each browser. It will explain how to change your cookie settings. 

Setting your browser to refuse cookies may affect the functionality of our online offering, so you may not be able to fully utilize all features or display some pages incorrectly. 

Security

We have taken extensive technical and operational safety precautions to protect your data from accidental or intentional manipulation, loss, destruction, and access by unauthorized persons. Our security measures are regularly reviewed and adapted to technological progress.

Rights of the data subject

The applicable data protection law grants you various rights regarding the processing of your personal data.

As data subject, you have: 

• the right of access under Article 15 GDPR,
• the right to rectification under Article 16 of the GDPR,
• the right to erasure (‘right to be forgotten’) under Article 17 GDPR,
• the right to restriction of processing under Article 18 GDPR,
• notification obligation regarding rectification or erasure of personal data or restriction of processing under Article 19 GDPR,
• the right to object under Article 21 GDPR (see below) as well as
• the right to data portability according to Article 20 GDPR.

Right to object (Article 21 GDPR)

If we process your personal data as part of a balance of interests based on our overriding interest, you have the right at any time, for reasons that arise from your particular situation, to file an objection against this processing with effect for the future.

If you exercise your right of objection, we will cease processing the data concerned, unless we can demonstrate compelling legitimate reasons for the processing that outweigh your interests, rights and freedoms, or the processing serves the assertion, exercise, or defence of legal claims.

If personal data is processed by us in order to operate direct mail, you have the right to object at any time to the processing of personal data concerning you for the purpose of such advertising. If you exercise your right of objection, we will stop the processing of the relevant data for advertising purposes.

Right to withdraw consent

You have the right to withdraw your consent to the processing of personal data at any time with future effect.

In the case of withdrawal, we will delete the data concerned immediately, as far as further processing cannot be based on a legal basis for contentless processing. The revocation of consent does not affect the legality of the processing carried out on the basis of the consent until the revocation.

If you would like to assert the above rights, then your contact in all these cases is our data protection officer, whose contact details you will find above.

Links to websites of other providers

Our online offers may contain links to online offers from other providers, to which this privacy policy does not extend. If you follow these links, you will leave the online offer of Synaxon UK Ltd.

We have no control over these providers’ compliance with applicable privacy policies. We therefore recommend that you also inform yourself about the respective privacy statements of online offers from other providers.

Changes to this data protection declaration

As we develop our online offerings and implement new technologies to improve our service to you, changes to this privacy policy may be required. Therefore, we recommend that you read this privacy policy from time to time.

General Terms and Conditions of SYNAXON UK Ltd Sterling House Mandarin Court, Centre Park,  Warrington, WA1 1GG (Company number 06626433, VAT ID. GB936683287), hereinafter referred  to as the seller for the sale of goods to entrepreneurs and project businesses 

1 Interpretation  

1.1 Definitions: 

Agreement	means these terms and conditions, the Schedules and together  with any document incorporated by reference into these terms  and conditions.
Conditions:	the terms and conditions set out in this document as amended  from time to time
Contract:	any contract between the SYNAXON and the Customer for the  sale and purchase of Goods or Services in accordance with these  Conditions.
Customer:	the person or firm who purchases the Goods from the SYNAXON.
Delivery Location:	has the meaning given in Clause 4.1.
Force Majeure Event:	an event, circumstance or cause beyond a party’s reasonable  control.
Goods:	the goods (or any part of them) set out in the Order.
Order:	the Customer’s order for the Goods
Specification:	any specification for the Goods, including any related plans and  drawings, that is agreed in writing by the Customer and the  SYNAXON.
SYNAXON:	SYNAXON UK Ltd (registered in England and Wales with company  number 06626433 (VAT ID: GB936683287)) whose registered  address is at Sterling House Mandarin Court, Centre Park,  Warrington, WA1 1GG and whose trading address is at Xpdia  Building, Cinnamon Park, Warrington, WA2 0XP

 

2 Basis of the Conditions 

2.1 These Conditions apply to the exclusion of any other terms that the Customer seeks to  impose or incorporate, or which are implied by law, trade custom, practice or course of  dealing. These Conditions apply to all deliveries, services and offers of SYNAXON UK Ltd,  Sterling House Mandarin Court, Centre Park, Warrington, WA1 1GG, United Kingdom towards  entrepreneurs. They therefore also apply to all future business relationships, even if they are  not expressly agreed again. We do not recognize conditions of the customer deviating from  our conditions of sale, even if we do not expressly contradict them. 

2.2 The Customer waives any right it might otherwise have to rely on any term endorsed upon,  delivered with or contained in any documents of the Customer that is inconsistent with these  Conditions. 

2.3 A quotation for the Goods given by SYNAXON shall not constitute an offer. A quotation shall  only be valid for the period mention on the quotation form. 

3 Goods 

3.1 The Goods are described in SYNAXON’s catalogue as modified by any applicable
Specification. 

3.2 To the extent that the Goods are to be manufactured in accordance with a Specification supplied by the Customer, the Customer shall indemnify SYNAXON against all liabilities,
costs, expenses, damages and losses (including any direct, indirect or consequential losses,

loss of  profit, loss of reputation and all interest, penalties and legal and other professional

costs and  expenses) suffered or incurred by SYNAXON in connection with any claim made against SYNAXON  for actual or alleged infringement of a third party’s intellectual property rights arising out of  or in connection with SYNAXON’s use of the Specification. This clause 3.2 shall survive  termination of the Contract. 

3.3 SYNAXON reserves the right to amend the specification of the Goods if required by any  applicable statutory or regulatory requirement, and SYNAXON shall notify the Customer in any  such event. 

4 Delivery and performance time 

4.1 SYNAXON shall deliver the Goods to the location set out in the Order or such other location as  the parties may agree (Delivery Location) at any time after SYNAXON notifies the Customer  that the Goods are ready. 

4.2 Delivery times and delivery dates are only binding if SYNAXON has expressly designated thes as binding in writing within the Order, otherwise time is not of the essence.
4.3 Delivery is completed on the completion of loading of the Goods at the Delivery Location. 4.4 Any dates quoted for delivery are approximate only, and the time of delivery is not of the
Essence. SYNAXON shall not be liable for any delay in delivery of the Goods that is caused by
a Force Majeure Event or the Customer’s failure to provide SYNAXON with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

 4.5 If SYNAXON fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. SYNAXON shall have no
liability for any failure to deliver the Goods to the extent that such failure is caused by a
Force Majeure Event or the Customer’s failure to provide SYNAXON with adequate delivery
instructions or any other instructions that are relevant to the supply of the Goods. 

4.6 If the Customer fails to take delivery of the Goods within two Business Days of SYNAXON
notifying the Customer that the Goods are ready, then, except where such failure or delay is
is  caused by a Force Majeure Event or SYNAXON’s failure to comply with its obligations under the  Contract in respect of the Goods: 

4.6.1 If such a written notification of an accidental or error delivery is not made within these time  limits or at all, the delivery is considered accepted by the Customer, and the Customer is  obliged to pay the usual and reasonable purchase price for the Goods to SYNAXON. 

4.7 If five Business Days after the day on which SYNAXON notified the Customer that the Goods  were ready for delivery the Customer has not accepted actual delivery of them, SYNAXON may  resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage  and selling costs, account to the Customer for any excess over the price of the Goods or  charge the Customer for any shortfall below the price of the Goods. 

4.8 SYNAXON may deliver the Goods by instalments, which shall be invoiced and paid for  separately. Each instalment shall constitute a separate contract. Any delay in delivery or  defect in an instalment shall not entitle the Customer to cancel any other instalment. 

4.9 For as long as the Customer pays in advance, the Goods will be reserved for the Customer, if possible, but only sent to the Customer after payment has been received.  

4.9.1 For the avoidance of doubt, the reservation of the Goods shall not be a guarantee of  entitlement of the Goods. The Customer is therefore requested to take this into account  when placing an Order and to bring the agreed payment in advance in good time. Insofar as  the Customer chooses advance payment and the amount of money to be paid is not credited  to SYNAXON within 5 working days, SYNAXON shall be entitled to withdraw from the Contract. 

5 Prices 

5.1 The price of the Goods shall be the price set out in the Order, or, if no price is quoted,  subject to clause 5.2, the price set out in SYNAXON’s published price list in force as at the  date of delivery. 

5.2 With the updating of the purchasing platforms all previous prices and other information
about Goods become invalid. Decisive is the valid version at the time of the order. 

5.3 SYNAXON may, by giving notice to the Customer at any time before delivery, increase the price of the Goods to reflect any increase in the cost of the Goods that is due to:
5.3.1 any factor beyond SYNAXON’s control (including foreign exchange fluctuations, increases in taxes and duties transport, shipping, freight insurance, and increases in labour, materials and other manufacturing costs); 

5.3.2 any request by the Customer to change the delivery date(s), quantities or types of Goods  ordered, or the Specification; or 

5.3.3 any delay caused by any instructions of the Customer or failure of the Customer to give  SYNAXON adequate or accurate information or instructions. 

5.4 The prices of the Goods, unless otherwise agreed, excludes: 

5.4.1 transport, shipping, freight insurance, cash on delivery; and 

5.4.2 excludes amounts in respect of value added tax (VAT), which the Customer shall additionally  be liable to pay to SYNAXON at the prevailing rate, subject to the receipt of a valid VAT  invoice.  

5.4.3 Deliveries to England, Scotland and Wales are made without a minimum order value and
without a minimum quantity surcharge. For EGIS and SYNAXON Shop users, orders below
GBP49.00 net order value and for Non-EGIS and Non-Shop users, orders below GBP150 net
order value will be charged with a GBP4.00 flat rate freight charge per parcel; above this
order value parcels will be delivered carriage paid. 

5.4.4 Deliveries to Northern Ireland, Northern Islands and Channel Islands are made without a
minimum order value and without a minimum quantity surcharge. Deliveries to Northern
Ireland, Northern Islands and Channel Islands will be quoted case by case.

5.5 SYNAXON reserves the right to pass on the costs incurred by the cancellation to the
customer. 

5.6 SYNAXON may invoice the Customer for the Goods on or at any time after the completion of  delivery. 

6 Transfer of risk 

6.1 The risk in the Goods shall pass to the Customer when the goods are handed over to the
carrier or when the goods have left the warehouse of SYNAXON for the purpose of dispatch. 

6.2 If the shipment is delayed without SYNAXON’s fault or if it becomes impossible at no fault of SYNAXON, the risk shall pass to the Customer upon notification of readiness for shipment. For the avoidance of doubt, an agreed assumption of transport costs by SYNAXON has no influence on the transfer of risk. 

 7 Warranty 

7.1 SYNAXON warrants that on delivery the Goods shall: 

7.1.1 conform in all material respects with their description and any applicable Specification; 7.1.2 be free from material defects in design, material and workmanship; 

7.1.3 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and 

7.1.4 be fit for any purpose held out by SYNAXON. 

7.2 Subject to clause 7.3, if: 

7.2.1 the Customer gives notice in writing to SYNAXON within seven days that some or all of the  Goods do not comply with the warranty set out in clause 7.1; 

7.2.2 SYNAXON is given a reasonable opportunity of examining such Goods; and 7.2.3 the Customer (if asked to do so by SYNAXON) returns such Goods to SYNAXON’s place of business  at SYNAXON’s cost, SYNAXON shall, at its option, repair or replace the defective Goods, or refund the price of the  defective Goods in full. 

7.3 SYNAXON shall not be liable for the Goods’ failure to comply with the warranty set out in clause  7.1, if: 

7.3.1 the Customer makes any further use of such Goods after giving notice in accordance with  clause 7.2; 

7.3.2 the defect arises because the Customer failed to follow SYNAXON’s oral or written instructions  as to the storage, commissioning, installation, use and maintenance of the Goods or (if there  are none) good trade practice regarding the same; 

7.3.3 the defect arises as a result of SYNAXON following any drawing, design or Specification  supplied by the Customer; 

7.3.4 the Customer alters or repairs such Goods without the written consent of SYNAXON; 7.3.5 the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or 

7.3.6 the Goods differ from the Specification as a result of changes made to ensure they comply  with applicable statutory or regulatory requirements.

7.4 Except as provided in this clause 7, SYNAXON shall have no liability to the Customer in respect  of the Goods’ failure to comply with the warranty set out in clause 7.1. 

7.5 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent  permitted by law, excluded from the Contract. 

5.6 These Conditions shall apply to any repaired or replacement Goods supplied by SYNAXON. 

8 Limitation of liability 

8.1 SYNAXON has obtained insurance cover in respect of its own legal liability for individual claims.  The amount of coverage is concluded in accordance with the typical damage, contract and  subject matter. The limits and exclusions in this clause reflect the insurance cover SYNAXON has been able to arrange and the Customer is responsible for making its own arrangements  for the insurance of any excess loss. 

8.2 The restrictions on liability in this clause 8 apply to every liability arising under or in  connection with the Contract including liability in contract, tort (including negligence),  misrepresentation, restitution or otherwise. 

8.3 Nothing in the Contract limits any liability which cannot legally be limited, including liability  for: 

8.3.1 death or personal injury caused by negligence; 

8.3.2 fraud or fraudulent misrepresentation; 

8.3.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979; or 8.3.4 defective products under the Consumer Protection Act 1987. 

8.3.5 Subject to clause 8.3, SYNAXON’s total liability to the Customer is limited in amount to the  compensation of the liability insurer. 

8.4 Subject to clause 8.3, the following types of loss are wholly excluded: 8.4.1 loss of profits; 

8.4.2 loss of sales or business; 

8.4.3 loss of agreements or contracts; 

8.4.4 loss of anticipated savings; 

8.4.5 loss of use or corruption of software, data or information; 

8.4.6 loss of or damage to goodwill; and 

8.4.7 indirect or consequential loss. 

8.5 This clause 8 shall survive termination of the Contract. 

8.6 As permitted under this Contract, if the delivery time is extended or if SYNAXON is released  from its obligation, the Customer shall not derive any claims for damages if the Customer has  been notified as soon as reasonably possible. 

9 Retention of title 

9.1 Title to the Goods shall not pass to the Customer until: 

9.1.1 SYNAXON receives payment in full (in cash or cleared funds) for the Goods and any other goods  that SYNAXON has supplied to the Customer; 

9.1.2 the Customer resells the Goods, in which case title to the Goods shall pass to the Customer  at the time specified in clause 9.4. 

9.2 Until title to the Goods has passed to the Customer, the Customer shall:
9.2.1 store the Goods separately from all other goods held by the Customer so that they remain  readily identifiable as SYNAXON’s property; 

9.2.2 not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
9.2.3 maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery; and 

9.2.4 give SYNAXON such information as SYNAXON may reasonably require from time to time relating  to: 

9.2.4.1 the Goods; and 

9.2.4.2 the ongoing financial position of the Customer. 

9.3 The Customer may resell or use the Goods in the ordinary course of its business (but not  otherwise) before SYNAXON receives payment for the Goods. However, if the Customer resells  the Goods before that time, the Customer hereby assigns to us any claims to which he is  entitled in respect of the reserved goods in the the invoice value of the goods subject to  retention of title. We accept this assignment. 

9.4 At any time before title to the Goods passes to the Customer, SYNAXON may:
9.4.1 by notice in writing, terminate the Customer’s right to resell the Goods or use them in the ordinary course of its business; and
9.4.2 require the Customer to deliver up all Goods in its possession that have not been resold, or irrevocably incorporated into another product and if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Goods are stored in
order  to recover them. 

9.5 Insofar as the value of all security interests to which we are entitled under these provisions  exceeds the amount of all secured claims by more than 20%, we shall release an appropriate  portion of the security interests at the request of the customer. 

10 Terms of payment 

10.1 The Customer shall pay each invoice submitted by SYNAXON: 

10.1.1 within 30 days of the date of the invoice or in accordance with any credit terms agreed and  confirmed in writing to the Customer; and 

10.1.2 in full and in cleared funds to a bank account nominated in writing by SYNAXON, and time for payment shall be of the essence of the Contract. 

10.2 If the Customer fails to make a payment due to SYNAXON under the Contract by the due date,  then, the Customer shall pay interest on the overdue sum from the due date until payment  of the overdue sum, whether before or after judgment. Interest under this clause 10.2 will  accrue each day at 8% a year above the Bank of England’s base rate from time to time, but  at 8% a year for any period when that base rate is below 0%. 

10.3 All amounts due under the Contract shall be paid in full without any set-off, counterclaim,  deduction or withholding (other than any deduction or withholding of tax as required by law). 

11 Force majeure 

11.1 Neither party shall be in breach of the Contract nor liable for delay in performing, or failure  to perform, any of its obligations under the Contract if such delay or failure result from a  Force Majeure Event. In such circumstances the affected party shall be entitled to a  reasonable extension of the time for performing such obligations. Alternatively, the affected  party is entitled to withdraw from the contract, if not fulfilled, in whole or in part. 

12 Prohibition of assignment 

12.1 SYNAXON may at any time assign, transfer, mortgage, charge, subcontract, delegate, declare  a trust over or deal in any other manner with all or any of its rights or obligations under the  Contract. 

12.2 The Customer may not assign, transfer, mortgage, charge, subcontract, delegate, declare a  trust over or deal in any other manner with any or all of its rights or obligations under the  Contract without the prior written consent of SYNAXON. 

13 Use of the Goods 

13.1 The Goods are intended for normal commercial use in accordance with the operating  instructions and not for use in critical security systems, nuclear power plants, military or  medical life-support equipment or weapons production. No liability is accepted for use in  these areas. 

14 Special conditions for our partners

14.1 We grant a 14-day right of return from the date of delivery, with the exception of used goods,  single or spare parts, individual items from set offers and special designs (BTO / CTO) for the  Customer. The right of return exists for goods in their original packaging without damage to  the packaging and without breach of seal (openings within the framework of the commercial  investigation and notification duty are excluded). Software is excluded from the right of  return if the delivered media has been unsealed. The Customer must first register the return  by EGIS-RMA-Form. After receipt of the return authorization, the Customer has to return the  Goods to us within 5 working days, otherwise the right of return expires. If the Customer uses  the return label provided by us, the return shipment is free of charge for him. Otherwise the  Customer has to bear the costs for the return shipment himself. In order to meet the  deadline, the timely dispatch of the Goods is sufficient. The Goods will be credited to the  Customer after receipt at our original purchase price. The above right of return does not  apply to project transactions. 

14.2 The first 14 calendar days after delivery are considered as unpacking warranty. If a Customer  wants to assert warranty claims against the manufacturer within this period, he can return  the Goods to us and we take over the handling with the manufacturer. The Customer must first register the return by EGIS-RMA-Form when using EGIS or by SYNAXON Shop Help Centre. After receipt of the return authorization he has  to return the Goods in original packaging for us free of charge. The serial number of the item  must match the serial number of the original packaging. After receiving the Goods, the  Customer immediately receives a credit note from us at the original purchase price. The  unpacking guarantee does not apply to project transactions. It also does not apply to the  handling of DOA cases (Defective on Arrival). Here are the special provisions according to 16. 

15 Guarantee processing / handling of supplementary performance 

15.1 The Contracting party for the fulfillment of warranty claims is the manufacturer. Defective  products must be handled directly with the manufacturer in accordance with the warranty  conditions granted by the manufacturer. Contact details of the manufacturer are gladly  provided to the Customer. If the Customer prefers a transaction via SYNAXON UK Ltd., we  will replace defective Goods within 21 days of receipt of the Goods at the address  communicated by us or credit them at the purchase price calculated at the time of purchase  or repair them. After the second unsuccessful repair attempt, the Customer has the right to  withdraw from the contract. He has to return the defective goods to us at his own expense.  The special provisions in 16 apply to the handling of DOA cases. 

15.2 If SYNAXON UK Ltd. assumes warranty service for the Customer, the latter must remove the  items inserted by him or a third party (for example, chips or cards) from the product prior to  entry. SYNAXON UK Ltd. is not obliged to examine the product for the installation of such  objects. SYNAXON UK Ltd. is not liable for the loss of such items, unless it was obvious to us  upon return of the product that such an item has been inserted into the product. In this case,  the Customer will be informed and the item will be held ready for collection, and the  Customer will bear the costs incurred. 

15.3 In addition, before submitting a product, the Customer must make backup copies of the  system software, applications and all data on the product on a separate medium and disable  all passwords. Likewise, after the repaired product or replacement product has been  returned to the Customer, it is the responsibility of the Customer to install the software and  data and to reactivate the passwords. SYNAXON UK Ltd. accepts no liability for lost data and  resulting consequential damages. 

15.4 The replacement of individual parts, assemblies or entire devices no new warranty periods  with respect to the claims and rights due to defects come into force. This does not apply to  the statute of limitations of claims for defects for the parts affected by the removal of  defects. 

15.5 The processing of unauthorized submissions shall – provided that they are due to intent or  gross negligence of the customer – subject to an additional charge of the expenses incurred  by us. In such cases, we reserve the right to charge a fee of GBP39.00. 

16 Special provisions for the handling of DOA cases 

16.1 If the manufacturer of a product offers a separate DOA (Defective on Arrival) regulation, the  following provisions apply to the handling of a DOA case. The Customer himself has to register  the DOA case with the manufacturer and to request a DOA number. Subsequently, the  Customer sends the device – for us free of charge – according to the manufacturer’s conditions  with the following information to us: DOA number, serial number, error description. The  Customer is responsible for compliance with the applicable deadlines. This means in  particular that he must register the DOA in good time with the manufacturer and send the  defective Goods to us in good time so that the forwarding of the Goods by us to the  manufacturer allows us to meet the deadlines set by the manufacturer. Any credit to the  Customer will be made as soon as the credit note of the sub-supplier or manufacturer has  been made. If the manufacturer rejects a handling within the scope of the DOA regulation  for reasons for which SYNAXON UK Ltd. is not responsible, the complaint will be settled within  the scope of the general warranty or guarantee claims. 

17 Industrial Property Rights 

17.1 All industrial property rights existing for the Goods are and remain the property of the  suppliers or manufacturers. Any use requires the permission of the corresponding rights  holder 

17.2 As far as Software is included in the scope of delivery, this will be left to the Customer solely  for one-off resale and to the end user for sole use, i.e. the Customer shall neither copy nor  modify the Software nor let others use them. A multiple right of use requires a special written agreement. The Software are delivered in accordance with the licence agreements of the  manufacturers and which are incorporated and shall be complied with by the Customer. 

18 Confidentiality  

18.1 Each party undertakes that it shall not at any time disclose to any person any confidential  information concerning the business, affairs, customers, clients or suppliers of the other  party, except as permitted by clause 18.2. 

18.2 Each party may disclose the other party’s confidential information: 

18.2.1 to its employees, officers, representatives, contractors, subcontractors or advisers who need  to know such information for the purposes of exercising the party’s rights or carrying out its  obligations under the Contract. Each party shall ensure that its employees, officers,  representatives, contractors, subcontractors or advisers to whom it discloses the other party’s  confidential information comply with this Clause 18; and 

18.2.2 as may be required by law, a court of competent jurisdiction or any governmental or  regulatory authority. 

18.3 Neither party shall use the other party’s confidential information for any purpose other than  to exercise its rights and perform its obligations under or in connection with the Contract. 

19 Privacy 

19.1 The processing of the personal data received in connection with the Contract business shall be in accordance with the applicable provisions of data protection law. 

20 Export 

20.1 The Customer is responsible for compliance with all applicable export and other regulations  in respect of delivery to any relevant provisions to the end user. 

21 Entire agreement. 

21.1 The Contract constitutes the entire agreement between the parties and supersedes and  extinguishes all previous agreements, promises, assurances, warranties, representations and  understandings between them, whether written or oral, relating to its subject matter. 

21.2 Each party agrees that it shall have no remedies in respect of any statement, representation,  assurance or warranty (whether made innocently or negligently) that is not set out in the  Contract. Each party agrees that it shall have no claim for innocent or negligent  misrepresentation based on any statement in the Contract. 

22 Variation 

22.1 No variation of this Contract shall be effective unless it is in writing and signed by the parties  (or their authorised representatives). 

23 Waiver 

23.1 No failure or delay by SYNAXON to exercise any right or remedy provided under the Contract  or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent  or restrict the further exercise of that or any other right or remedy. No single or partial  exercise of such right or remedy shall prevent or restrict the further exercise of that or any  other right or remedy. 

24 Severance 

24.1 If any provision or part-provision of the Contract is or becomes invalid, illegal or  unenforceable, it shall be deemed deleted, but that shall not affect the validity and  enforceability of the rest of the Contract. If any provision of the Contract is deemed deleted  under this Clause 24 the parties shall negotiate in good faith to agree a replacement provision  that, to the greatest extent possible, achieves the intended commercial result of the original  provision. 

25 Third party rights 

25.1 Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract. 25.2 The rights of the parties to rescind or vary the Contract are not subject to the consent of any other person.

26 Governing law 

26.1 The Contract, and any dispute or claim (including non-contractual disputes or claims) arising  out of or in connection with it or its subject matter or formation, shall be governed by and  construed in accordance with the law of England and Wales. 

27 Jurisdiction 

27.1 Each party irrevocably agrees that the courts of England and Wales shall have exclusive  jurisdiction to settle any dispute or claim (including non-contractual disputes or claims)  arising out of or in connection with the Contract or its subject matter or formation.

Schedule 1 Special conditions for project transactions 

28 Special conditions for project transactions 

28.1.1 For project business, the following special conditions apply additionally. In case of
contradictions, the Special Terms and Conditions follow the General Conditions.
28.1.2 Special / project conditions, manufacturer’s conditions 

28.1.2.1 If the customer is granted special or project conditions when carrying out project  business, these are subject to confirmation by the manufacturer. 

28.1.2.2 The customer is aware that the stock of granted special or project conditions depends  on compliance with the manufacturer’s conditions. The customer therefore undertakes  towards SYNAXON UK Ltd. to comply with the respective manufacturer’s conditions and to  provide SYNAXON UK Ltd. with a copy of the proof of delivery and invoices to the end  customer within ten days upon request. 

28.1.2.3 If the customer violates the manufacturer’s conditions, SYNAXON UK Ltd. is entitled,  without prejudice to the assertion of further claims, to charge the customer the difference  between the special conditions granted and the regular purchase price. 

28.1.3 Duty of cooperation of the customer 

The customer must ensure that SYNAXON UK Ltd. is provided with all relevant information required  for the preparation of the offer or that SYNAXON UK Ltd. considers necessary.

28.1.4 Offers are made solely on the basis of the information provided by the customer. The
composition of  the hardware and software components for the use of the IT solution is

carried out based on the  information by the customer. SYNAXON UK Ltd. carries out all work with the utmost care and in  compliance with general technical principles as well as 

technical rules. However, a legally binding  assurance of certain characteristics can not be derived from the information and offers of SYNAXON  UK Ltd.. Therefore, the information and offers do not constitute a guarantee or warranty of certain  characteristics or

representations of suitability of the product for specific purposes. 

28.1.5 Right of return, unpacking guarantee 

The right of return regulated in 14.1 of the General Terms and Conditions and the unpacking guarantee regulated in 14.2 of the General Terms and Conditions do not apply to project transactions.