1. INTERPRETATION AND DEFINITIONS

1.1 Company Information

These Terms and Conditions ("Terms") constitute the entire agreement between Fala Limited (trading as Barcodetrade), a company registered in England and Wales (Company No. 05393926) with its registered office at Blue Box Building, 14 Eelmoor Road, Farnborough, Hampshire, GU14 7QN ("we", "us", "our", "Company", "Supplier") and you, the Customer.

1.2 Definitions

In these Terms, the following definitions apply:

2. SCOPE OF SERVICES

2.1 Service Portfolio

The Company provides the following services for barcode scanners, label printers, mobile computers, POS hardware, and related equipment:

• Sales - New, refurbished, and used equipment
• Repairs - Ad-hoc, contract-based, and warranty repairs
• Rental - Short and long-term equipment rental
• Refurbishment - Equipment restoration and upgrade services
• Contract Maintenance - Comprehensive service agreements
• Buyback & ITAD - Secure asset disposition and recycling
• Software Configuration - Device setup and commissioning

2.2 Circular Economy Model

The Company operates on a sustainable circular economy principle: Sell → Refurbish → Rent → Repair → Buyback → Recycle, helping organisations extend device lifecycles and reduce e-waste.

3. FORMATION OF CONTRACT

3.1 Quotations

• Quotations remain valid for 30 days from issue unless otherwise stated
• Quotations are subject to goods availability and do not constitute an offer
• Build-to-order and refurbished items are subject to manufacturing schedules

3.2 Orders

• Orders constitute an offer to purchase subject to these Terms
• Contracts are formed upon our written acceptance or commencement of supply
• We reserve the right to refuse orders at our discretion

3.3 Order Amendments

• Changes to confirmed orders require mutual written agreement
• Additional charges may apply for approved amendments

4. PRICING AND PAYMENT TERMS

4.1 Pricing

• All prices are quoted exclusive of VAT unless explicitly stated
• Prices are subject to change without notice until order confirmation
• Currency of transaction shall be GBP unless otherwise agreed

4.2 Payment Terms - Business Customers

• Standard payment terms are 30 days from the invoice date. All assets remain Fala Limited property until the invoice is paid in full.
• Payment methods: Bank transfer, purchase order (subject to credit approval)
• Account facilities subject to credit check and approval
• We reserve the right to require payment in advance or on delivery

4.3 Payment Terms - Consumers

• Full payment required at time of order by credit/debit card
• Alternative payment arrangements by prior agreement only

4.4 Late Payment

Interest charged on overdue accounts at 5% per annum above Bank of England base rate. Interest calculated daily from due date under the Late Payment of Commercial Debts Act 1998. We reserve the right to suspend services and deliveries for overdue accounts. All costs incurred in debt recovery shall be payable by the Customer on an indemnity basis.

5. DELIVERY AND RISK

5.1 Delivery

• Delivery dates are estimates only and time shall not be of the essence
• We shall not be liable for delays caused by circumstances beyond our reasonable control
• Part deliveries may be made and invoiced separately

5.2 Risk and Title

• Risk passes to the Customer upon delivery or collection
• Title remains with the Company until full payment received
• Customer grants us security interest in goods until paid in full

5.3 Inspection

• Customer must inspect goods within 24 hours of receipt
• Visible damage or discrepancies must be reported immediately
• Failure to notify constitutes acceptance of goods in satisfactory condition

6. PRODUCT SALES

6.1 Product Categories

6.2 Build-to-Order Products

• Lead times dependent on manufacturer schedules and order volumes
• Specifications subject to availability of components
• Cancellation restrictions apply once production commences

6.3 Product Warranties

• New products: Manufacturer's warranty applies
• Refurbished/Used products: 3-month warranty unless otherwise specified
• Warranty covers manufacturing defects only
• Exclusions: misuse, neglect, unauthorised modifications, liquid damage, physical damage

7. REPAIR SERVICES

7.1 Repair Options

a) Ad-Hoc Repair Services

• Assessment & Quote: 10 working days turnaround, £45 assessment fee/Device
• Repair & Quote: 10 working days turnaround, £45 minimum charge/Device
• Fixed Price Repair: Agreed price for specified faults
• Assessment fees waived if repair proceeds or replacement purchased

b) Token-Based Repairs

• Pre-purchased repair tokens for fixed-price comprehensive repairs
• 7 working days turnaround
• Covers all internal and external faults
• One token per device unless otherwise specified

c) Contract Maintenance (See Section 8)

7.2 RMA Process

• All repairs require valid RMA number obtained via helpdesk@barcodetrade.co.uk
• RMA numbers valid for 45 days from issue
• Customer must complete RMA form with serial numbers and fault descriptions
• Devices must be appropriately packaged to prevent transit damage

7.3 Repair Process

1. Reception and processing with RMA form
2. Diagnostic testing
3. Quote preparation (if applicable)
4. Repair execution upon approval
5. Quality testing
6. Return shipment with works report

7.4 Repair Warranty

• Standard 30-day warranty on repairs covering parts and workmanship for the reported fault
• Warranty void for: new faults, misuse, liquid damage, unauthorised modifications
• Return shipping for warranty claims at Customer's expense unless otherwise agreed

7.5 Beyond Economic Repair (B.E.R.)

Equipment deemed B.E.R. if:

• More than 50% damaged or destroyed
• Three or more major component failures
• Liquid immersion or fire damage
• Unauthorised repair attempts
• Customer given option to replace or dispose

7.6 Repair Exclusions

• Printheads (unless specifically covered)
• Liquid damage including hand sanitiser
• Physical damage/crushing
• Power surge damage
• Customer software
• Accessories (main batteries, straps, styluses, cases)
• Devices with modified/unrecognisable serial numbers

8. CONTRACT MAINTENANCE AGREEMENTS

8.1 Service Scope

Comprehensive maintenance contracts available including:

• Fully comprehensive repair coverage
• Fixed price repairs
• Software configuration
• Battery refresh programmes
• Swap-out services with buffer stock (Both Parties)
• Collection services (Unless Specified)
• Service reporting
• Accessory refresh

8.2 Contract Terms

• Minimum term as specified in contract schedule
• Automatic renewal unless 30 days' written notice given
• SLA: 5 to 10 working days standard (day of receipt = day zero)
• Repair quotas may apply based on contractual agreements

8.3 Serial Number Management

• All covered equipment must be identified by serial number
• Serial numbers must be provided within 30 days of contract commencement
• Service only provided for pre-registered equipment
• Replacement units may have different serial numbers

8.4 Buffer Stock Options

• Fast-swap service with pre-positioned replacement units
• 24-hour swap available if requested before 12:00 GMT
• Defective units must be returned within 10 days of swap (Not returned will be subject to additional charges)
• Buffer stock remains Company property unless otherwise agreed

8.5 Contract Pricing

• Annual, quarterly, or monthly billing as agreed
• Prices subject to adjustment at renewal
• Additional charges for out-of-scope work

9. EQUIPMENT RENTAL

9.1 Rental Terms

• Rental period and fees specified in Rental Order
• Equipment remains Company property throughout
• Customer responsible for security and proper use

9.2 Rental Responsibilities

• Customer must use equipment according to instructions
• No modifications without written consent
• Customer liable for loss, theft, or damage
• Immediate notification required for faults or damage

9.3 Rental Repairs

• Free repair for non-customer damage and normal wear
• Chargeable repairs for misuse, negligence, or accidents
• Replacement fees apply for lost/stolen equipment

9.4 Late Returns

• 10-day grace period after rental end date
• Automatic additional month's rental charged for late returns
• Cumulative monthly charges for continued non-return

10. CANCELLATION AND RETURNS

10.1 Consumer Rights

• Statutory 14-day cooling-off period for distance sales (exceptions apply)
• Excludes: custom-built, personalised, or configured products
• Return shipping at Consumer's expense unless goods faulty

10.2 Business Customer Cancellations

• No automatic cancellation rights once order accepted
• Cancellation requests considered case-by-case
• Restocking fee up to 25% for accepted cancellations
• Build-to-order products non-cancellable once production commenced

10.3 Returns Process

• Prior authorisation required via RMA process
• Original packaging preferred
• Goods must be in resaleable condition
• Data removal is Customer's responsibility

11. SOFTWARE AND DATA

11.1 Software Services

• Configuration and setup services are available on request
• Customer must provide licenses with purchase orders if applicable.
• No responsibility for customer-specific software

11.2 Data Protection

• Customer is responsible for data backup before service
• We accept no liability for data loss or corruption of data
• The customer must remove sensitive data before sending it to Fala Limited
• Equipment may be data-wiped as part of the service

12. INTELLECTUAL PROPERTY

12.1 Ownership

• All intellectual property rights remain with respective owners
• No transfer of IP rights unless explicitly agreed
• Customer grants license to use their IP as necessary for services

12.2 Confidentiality

Both parties agree to maintain confidentiality. Obligations survive termination/End of contract for 12 months. Excludes publicly available information.

13. LIABILITY AND INDEMNITY

13.1 Liability Limitations

Our liability shall not exceed:

• For goods: purchase price of the specific goods
• For services: fees paid for the specific service
• For rentals: rental fees for current period

13.2 Exclusions

We exclude liability for:

• Indirect or consequential losses
• Loss of profits or business
• Loss of data or software corruption
• Losses from circumstances beyond reasonable control

13.3 Statutory Rights

Nothing limits liability for:

• Death or personal injury from negligence
• Fraud or fraudulent misrepresentation
• Consumer statutory rights
• Any liability that cannot be lawfully excluded

13.4 Indemnity

Customer indemnifies us against claims arising from:

• Customer's use or misuse of goods/services
• Breach of these Terms
• Infringement of third-party rights

14. FORCE MAJEURE

Neither party liable for delays or failures due to circumstances beyond reasonable control including: Acts of God, natural disasters, War, terrorism, civil unrest, Government intervention or regulations, Pandemic or epidemic, Supply chain disruptions, Labour disputes.

15. NON-SOLICITATION

15.1 Staff Protection

During contract term and 12 months after:

• Neither party shall solicit the other's employees
• Neither party shall induce breach of employment contracts

15.2 Remedies

Breach triggers immediate compensation:

• Employee: 3 months' gross wages
• Contractor: 3 months' invoiced services

16. GENERAL PROVISIONS

16.1 Entire Agreement

These Terms constitute the entire agreement and supersede all prior agreements and understandings.

16.2 Variation

Amendments must be in writing and signed by authorised representatives.

16.3 Severability

Invalid provisions shall be severed without affecting remaining Terms.

16.4 Waiver

No waiver effective unless in writing. Single waiver does not constitute continuing waiver.

16.5 Assignment

Customer may not assign rights without written consent. We may assign to affiliated companies.

16.6 Notices

Notices must be in writing to registered addresses or agreed email addresses.

16.7 Third Party Rights

No third party may enforce these Terms under the Contracts (Rights of Third Parties) Act 1999.

17. DISPUTE RESOLUTION

17.1 Good Faith Resolution

Parties shall attempt good faith negotiation before formal proceedings.

17.2 Escalation

Unresolved disputes escalated to senior management.

17.3 Legal Proceedings

As last resort, disputes subject to courts of England and Wales.

18. GOVERNING LAW

These Terms governed by laws of England and Wales. Courts of England and Wales have exclusive jurisdiction, except Consumers may use local courts if residing in Scotland or Northern Ireland.

19. DATA PROTECTION

19.1 GDPR Compliance

We comply with UK GDPR and Data Protection Act 2018. Personal data processed per our Privacy Policy at https://barcodetrade.co.uk/privacy-policy

19.2 Data Processing

We process data for:

• Business performance
• Legal compliance

19.3 Data Rights

Customers have rights to access, rectification, erasure, and portability. Contact:info@barcodetrade.co.uk

20. SPECIAL TERMS FOR CONSUMERS

20.1 Statutory Rights

Nothing in these Terms affects Consumer statutory rights including:

• Remedies under Consumer Rights Act 2015

20.2 Plain English

We commit to explaining Terms clearly to Consumers upon request.

21. ACCEPTANCE

By placing an order, signing a contract, using our services, or receiving an invoice you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.