Terms & Conditions

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OVERVIEW

This website is operated by Intelligent Servers T/A Intelligent Servers Limited. Throughout the site, the terms “we”, “us” and “our” refer to Intelligent Servers T/A Intelligent Servers Limited. Intelligent Servers T/A Intelligent Servers Limited offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.

Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.

Our store is hosted on Shopify Inc. They provide us with the online e-commerce platform that allows us to sell our products and services to you.

SECTION 1 - ONLINE STORE TERMS

By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.

You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

You must not transmit any worms or viruses or any code of a destructive nature.

A breach or violation of any of the Terms will result in an immediate termination of your Services.

SECTION 2 - GENERAL CONDITIONS

We reserve the right to refuse service to anyone for any reason at any time.

You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.

The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

SECTION 3 - ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION

We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.

This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.

SECTION 4 - MODIFICATIONS TO THE SERVICE AND PRICES

Prices for our products are subject to change without notice.

We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.

We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.

SECTION 5 - PRODUCTS OR SERVICES (if applicable)

Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy.

We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any color will be accurate.

We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited.

We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.

SECTION 6 - ACCURACY OF BILLING AND ACCOUNT INFORMATION

We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

For more detail, please review our Returns Policy.

SECTION 7 - OPTIONAL TOOLS

We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.

You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.

Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).

We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.

SECTION 8 - THIRD-PARTY LINKS

Certain content, products and services available via our Service may include materials from third-parties.

Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.

We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

SECTION 9 - USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS

If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, 'comments'), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.

We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.

You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.

SECTION 10 - PERSONAL INFORMATION

Your submission of personal information through the store is governed by our Privacy Policy. To view our Privacy Policy.

SECTION 11 - ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).

We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

SECTION 12 - PROHIBITED USES

In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

SECTION 13 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.

We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.

You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.

You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

In no case shall Intelligent Servers T/A Intelligent Brokerage Limited, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

SECTION 14 - INDEMNIFICATION

You agree to indemnify, defend and hold harmless Intelligent Servers T/A Intelligent Brokerage Limited and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.

SECTION 15 - SEVERABILITY

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

SECTION 16 - TERMINATION

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.

These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.

If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

SECTION 17 - ENTIRE AGREEMENT

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).

Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

SECTION 18 - GOVERNING LAW

These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of Unit B3A, Crimple Court, Hornbeam Square North, Harrogate, North Yorkshire, HG2 8PB, United Kingdom.

SECTION 19 - CHANGES TO TERMS OF SERVICE

You can review the most current version of the Terms of Service at any time at this page.

We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

SECTION 20 - CONTACT INFORMATION

Questions about the Terms of Service should be sent to us at websales@intelligentservers.co.uk.

Cancellation, Returns and Refund Policy

You may cancel/return any items within 14 days of delivery for a full refund. We'll also pay the return shipping costs if the return is a result of our error (you received an incorrect or defective item, etc..).

All of our products are covered by a 3 year next business day UK warranty or a 2-3 working day warranty for EUROPE. All of the hardware and components are serial number tracked using our sales tracking system.

You should expect to receive your refund within one weeks of giving your package to the return shipper, however, in many cases you will receive a refund more quickly. This time period includes the transit time for us to receive your return from the shipper (1 to 3 business days), the time it takes us to process your return once we receive it (1 to 3 business days), and the time it takes your bank to process our refund request (1 business day UK 2-3 business days EUROPE).

If you need to return an item, please Contact Us with your order number and details about the product you would like to return. We will respond quickly with instructions for how to return items from your order.

Shipping

We can ship to virtually any address in the world. Please note that there are restrictions on some products and countries, some encryption products cannot be shipped to international destinations due to UN trade embargo's.

When you place an order, we will estimate shipping and delivery dates for you based on the availability of your items and the shipping options you choose. Depending on the shipping provider we choose, shipping date estimates may appear on the shipping quotes page.

Please also note that the shipping rates for many items we sell are weight-based. The weight of any such item can be found on its detail page. To reflect the policies of the shipping companies we use, all weights will be rounded up to the next full KG.

INTERPRETATION
- Definitions:

“Contract” means the contract between Intelligent Servers and Customer for the sale or supply of Equipment, Software and/or Services (as the case may be) in accordance with these Conditions;

“Customer” means the person, firm or company who has purchased the Equipment, Software and/or Services;

“Equipment” means the items of hardware and integral components or any of them described in the Order;

“Insolvency Event” where in respect of a party: (a) that party has a receiver, liquidator, administrator, trustee or an individual with a similar role appointed over any of its assets; or (b) that party ceases or threatens to cease to carry on its business or be unable to pay its debts, or make or propose to make an arrangement or composition with its creditors; or (c) anything which, under the law of any jurisdiction, is analogous to any of the acts or events specified in this definition;

“Intelligent Servers” means Intelligent Servers Limited (company number 07497261) who’s trading address is at Unit B3A, Crimple Court, Hornbeam Square North, Hornbeam Park, Harrogate, North Yorkshire, HG2 8PB;

“Order” the Customer’s order for the Equipment, Software and/or Services, as set out in the Customer’s purchase order form;

“Software” means the computer programs described in the Order which require installation on the equipment and require a licence for use;

“Services” means the installation, maintenance or other service described in the Order’ and

“Working Days” means Monday to Friday excluding Bank and other Public Holidays in England.

1.2 Interpretation:

(a) a reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute of statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; and

(b) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words proceeding those terms.

GENERAL

2.1 These Conditions shall be deemed to be incorporated in the Contract subject to any variations agreed under condition.

2.2. No terms or conditions endorsed upon, delivered with or contained in the Customer’s Order or other document will form part of the Contract.

2.3. These Conditions apply to all Intelligent Servers’ sales and any variation to these Conditions and any representation about any of the Equipment, Software and Services shall have no effect unless expressly agreed in writing and signed by a director of Intelligent Servers. Nothing in this condition will exclude or limit Intelligent Servers’ liability for fraudulent misrepresentation.

2.4. Each Order submitted by the Customer to Intelligent Servers shall be deemed an offer by the Customer to purchase subject to these Conditions.

2.5. The Customer should ensure that the terms of any Order and any specifications it has supplied are complete and accurate.

ORDERS

3.1. No Order submitted by the Customer shall be deemed to be accepted by Intelligent Servers until a written acknowledgement of the Order is issued to the Customer or (if earlier) Intelligent Servers supplies the Equipment, Software and Services at which point the Contract shall come into existence.

3.2. All quotations are given on the basis that no contract will come into existence until Intelligent Servers dispatches an acknowledgement of the Order to the Customer. Each quotation is only valid for a period of 30 days from the date shown on it (provided Intelligent Servers has not previously withdrawn it).

PRICES

4.1. Unless otherwise agreed by Intelligent Servers in writing (including a valid quote under condition 3.2): (a) the prices payable for the Equipment shall be those contained in Intelligent Servers current price list at the time of dispatch; (b) the licence fees payable in respect of the Software shall be those contained in Intelligent Servers’ price list at the date when payment for the Software is due; and (c) the prices for the Services shall be based on Intelligent Servers current normal working rates as specified at the time of delivery.

4.2. Intelligent Servers shall be entitled by notice served upon the Customer at any time up to 10 Working Days before delivery to revise prices to take into account increases in costs including (without limitation) costs of any goods, material, carriage, labour or overheads, the increase or imposition of any tax, duty or other levy and any variation in exchange rates. Upon receipt of a notice under this condition the Customer may not less than 9 Working Days’ noticed prior to delivery be entitled to terminate the contract to which Intelligent Servers’ notice relates.

4.3. Unless otherwise agreed, all prices are exclusive of any Value Added Tax and all costs or charges in relation to loading, unloading, carriage and insurance, all of which amounts the Customer shall be liable to pay to Intelligent Servers when it is due to pay for the Equipment, Software and Services.

TERMS OF PAYMENT

5.1. Unless otherwise agreed by the Company in writing, the terms of payment shall be strictly on receipt of invoice and the Customer shall pay such invoice in full and in cleared funds in pounds sterling, by electronic transfer to the bank account nominated by Intelligent Servers from time to time. If default is made in the payment of any one invoice, the Customer will become immediately liable for all sums outstanding. Payment shall become due from the Customer forthwith upon the occurrence of the Customer entering into an Insolvency Event.

5.2. Any credit account facility or extension of credit allowed to the Customer may be changed or withdrawn at any time by notice from Intelligent Servers.

5.3. If the Customer fails to make any payment due to the Supplier 14 (fourteen) days after the agreed payment date, the Company may take further action, which includes referring the matter to a debt collection service.

5.4. The Company reserves the right to claim interest pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 after as well as before judgement.

DELIVERY AND PERFORMANCE

6.1. The Customer accepts that Intelligent Servers is dependent upon the manufacture and supply of Equipment and Software by third parties and therefore all times or dates given for delivery of the Equipment and/or Software and for performance of the Services are intended to be estimates only.

6.2. Delivery of the Equipment and Software and performance of the Services shall be at the location specified in the Order unless otherwise agreed by Intelligent Servers.

6.3. If the Customer orders Equipment, Software and/or Services for delivery to a destination outside of the United Kingdom, the Customer acknowledges that the Order may be subject to import duties and taxes, which are applied when the delivery reaches that destination. Please note that Intelligent Servers has no control over these charges and cannot predict their amount. The Customer will be responsible for payment of any such import duties and taxes and must comply with all applicable laws and regulations of the country for which the Equipment, Software and/or Services are destined. Intelligent Servers will not be liable or responsible if you break any such law.

6.4. Intelligent Servers may make and Customer shall accept partial deliveries of Equipment and/or Software. Each delivery shall be considered to be the subject of a separate contract and failure by Intelligent Servers to make any one or more deliveries shall not entitle the Customer to treat the Contract as a whole as repudiated.

6.5. The Customer shall prepare the area of delivery and installation for the Equipment and provide Intelligent Servers (including its employees, agents and subcontractors) with free access to the place of installation and to any information required for the performance of its obligations or service of facilities that it may be required to deliver. Where the same has not been provided, Intelligent Servers shall be entitled to charge the Customer for the same.

6.6. Where any of Intelligent Servers’ employees enter onto the premises of the Customer or any end user of the Equipment supplier under the Contract (“the Premises”) for any purpose the Customer shall procure that the owner of the Premises shall take all such measures as are necessary to ensure that, as far as reasonably practicable, the Premises and any plant equipment articles or substance in such Premises are safe and without risks to the health and safety legislation. The Customer shall indemnify Intelligent Servers against all losses, claims and demands suffered by Intelligent Servers as a result of its employees or agent attending the Premises.

6.7. The Customer will take delivery of the Equipment and/or Software within 5 Working Days of Intelligent Servers giving it notice that the same are ready for delivery.

6.8. If for any reason the Customer will not accept delivery of any of the Equipment or Software when they are ready for delivery, Intelligent Servers is unable to deliver the Equipment or Software

on time because the Customer has not provided appropriate instructions, documents, licences or authorisations:

(a) risk in the Equipment and Software will pass to the Customer (including for loss or damage caused by Intelligent Server’s negligence);

(b) the Equipment and Software will be deemed to have been delivered; and

(c) Intelligent Servers may store the Equipment and Software until delivery is made whereupon the Customer will be liable for all related costs and expenses (including, without limitation, storage and insurance).

6.9. The quantity of any consignment of Equipment and Software as recorded by Intelligent Servers upon dispatch from Intelligent Server’s place of business shall be conclusive evidence proving the contrary.

6.10. Intelligent Servers shall not be liable for any non-delivery of Equipment and Software (even if caused by Intelligent Servers’ negligence) unless written noticed is given to Intelligent Servers within 30 days of the date when the Equipment and Software would in the ordinary course of events have been received.

TITLE AND RISK

7.1. Subject to clause 6.8, risk shall pass to the Customer when the Customer takes delivery of the Equipment. If shipment of the Equipment is delayed due to circumstances within the Customer’s scope of responsibility, the risk passes to the Customer at the time notification of the readiness for shipment is made.

7.2. Ownership of the Equipment shall not pass to the Customer until Intelligent Servers has received in full (in cash or cleared funds) all sums due to it in respect of:

(a) the Equipment; and

(b) all other sums which are or which become due to Intelligent Servers from the Customer on any account.

7.3. Until ownership of the Equipment has passed to the Customer, the Customer must:

(a) hold the Equipment on a fiduciary basis as Intelligent Server’s bailee;

(b) store the Equipment (at no cost to Intelligent Servers) separately from all other goods of the Customer or any third party in such a way that they remain readily identifiable at Intelligent Servers’ property;

(d) maintain the Equipment in satisfactory condition and keep it insured from the date the risk in the Equipment passes to the Customer in accordance with condition 7.1. on Intelligent Server’s behalf for its full price against all risks to the reasonable satisfaction of Intelligent Severs.

7.4. The Customer may resell the Equipment before ownership has passed to it solely on the following conditions:

(a) any sale shall be effected in the ordinary course of the Customer’s business at full market value; and

(b) any such sale shall be a sale of Intelligent Server’s property on the Customer’s own behalf and the Customer shall deal as principal when making such a sale.

7.5. If before title to the Equipment passes to the Customer, the Customer becomes subject to an Insolvency Event then, without limiting any other right or remedy Intelligent Servers may have Intelligent Servers may at any time:

(a) require the Customer to deliver up all the Equipment in its possession; and

(b) if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Equipment is stored in order to recover them.

SOFTWARE LICENCE

8.1. When Software is supplied or incorporate as part of the Equipment, it will be supplied subject to a third party’s software licence from the owner of the Software. The Customer shall sign and return such licence and/or registration card relating thereto (as maybe appropriate) to the Software producer by return or as otherwise specified. If the Customer fails either to communicate its acceptance of the terms of the software licence or to pay any relevant licence fee for the Software, the Customer’s right to use the Software shall immediately cease and it shall remove the Software from its computer systems and return all physical copies thereof to Intelligent Server and will (upon request) provide a signed declaration from a director of the Customer that this condition has been complied with.

SPECIFICATION AND INFORMATION

9.1. Unless expressly agreed in writing by Intelligent Servers, all descriptions, drawings, designs, specifications, and particulars of weight and dimensions provided by Intelligent Servers are approximate only. Intelligent Servers shall have no liability in respect of any designs or specifications not prepared by them. However, in the event a product does not match the specifications as provided on the original Quotation, Sales Order, Invoice, or the product does not align with the manufacturer's base specifications, Intelligent Servers agrees to accept the return of the said product and provide a full refund to the customer. Customers seeking precise details or specifications should obtain them in writing from Intelligent Servers to ensure accuracy and accountability.

9.2. All drawings, designs, specifications, manuals, software, listings, object code or source code and information imparted by Intelligent Servers are treated as confidential and shall not be disclosed to any third party without Intelligent Server’s prior written consent unless they are public knowledge at the time they are provided or from such future time when it becomes public knowledge (provided that it does not come into public knowledge through any fault of the Customer).

TERMINATION

10.1. Intelligent Servers shall be entitled to terminate the Contract immediately upon giving notice to the Customer if:

(a) the Customer commits a material breach which is not capable of remedy or, if it is capable of remedy, the Customer fails to remedy the material breach within 20 Working Days after receipt of notice giving full particulars of the breach and requiring it to be remedied; or

(b) an Insolvency Event applied to the Customer.

10.2. On termination of the Contract for any reason, the Customer shall immediately pay to Intelligent Servers all of Intelligent Servers’ outstanding unpaid invoices and interest.

10.3. Termination of the Contract shall not affect any of the party’s rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of the Contract that existed at or before the date of termination.

10.4. Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.

WARRANTY

11.1. Intelligent Servers’ “Standard 3 Year Hardware Replacement Warranty” program covers the Customer for any failure of Equipment serial number of Equipment integrated with the original serial number, listed on:

(a) the original pro-forma invoice; or

(b) the original sales order; or

11.2. The Customer will reive an email and a paper copy of the serial number inventory for each individual Equipment component listed on the delivery note and final invoice.

11.3. Equipment is covered under the 3 year warranty in the following circumstances;

(a) the Equipment has stopped responding and is not accessible;

(b) the Equipment will not power on;

(c) the Equipment has been deemed un-configurable or un-usable by Intelligent Servers after remote or on-site inspection;

(d) parent components are reporting an Equipment failure or unresponsive behaviour; or

(e) the Equipment has self-combusted and the combustion has not been the result of any other external fire or combustion source external to equipment in question.

11.4. Equipment is not covered by the warranty under the following circumstances:

(a) if the serial number does not match any serial number on the original order inventory list;

(b) the Equipment is missing the original serial number label and the serial number cannot be determined by software, management interfaces or command line interfaces;

(d) the Customer alters or repairs the Equipment without Intelligent Servers’ written consent; or

(e) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions.

11.5. The Customer shall report the problem with the Equipment via email and/or phone call using the following methods:

(a) sending detailed email, outlining the Equipment fault, serial number, company name, any log files and any order numbers associated with the original purchase, including the desired course of action to the following address – support@intelligentservers.co.uk; or

(b) call the Intelligent Servers dedicated support line, giving a detailed report of the Equipment fault, serial number, company name and any PO or order numbers associated with the original purchase by calling the following number - +44(0) 1423 223430.

11.6. Once the warranty replacement has been accepted and confirmed by Intelligent Servers, a replacement part will be sent to the Customer using the following methods, on the same day, or the following day if the warranty request has been processed after 4:45pm British Standard Time.

(a) UK customers – Standard Next Business Working Day Service via FedEx, TNT, or APC. Tracked and insured; or

(b) European Customers – Standard 1-3 Business Working Days Service vie FedEx, TNT, or APC. Tracked and insured.

11.6.1. Delivery Time Frame and Stock Availability Disclaimer - Although Intelligent Servers Limited adheres to the delivery time frames of "Next Business Working Day" for UK customers and "1-3 Business Working Days" for European Customers as outlined above, these time frames are not guaranteed. The availability of replacement hardware at our warehouse stocking facility is subject to fluctuation, and there may be occasions when immediate dispatch is not possible. In scenarios where the required replacement hardware is not in stock, Intelligent Servers Limited may need to procure the item from one of our global reliable suppliers. This process can extend the delivery time frame by multiple days. We take all reasonable steps to minimize such delays; however, we advise our customers that delivery times are estimates and not guaranteed.

11.6.2. Recommendation for Customer-Managed Spares - To ensure continuity of operations and mitigate potential delays, Intelligent Servers Limited strongly recommends that customers maintain their own reserve of spare parts on-site. This approach allows for the immediate replacement of faulty hardware, with Intelligent Servers Limited then replenishing the customer’s spare stock under the warranty terms. This practice is advised as a precautionary measure to enhance operational resilience. Please note, while we strive to meet our delivery commitments, Intelligent Servers Limited shall not be liable for delays beyond our control. Customers are encouraged to plan accordingly and maintain communication with us for updates on their warranty replacement requests.

11.7. Once the Customer has replaced the faulty Equipment and the Equipment is reporting back to the Customer as “OK”, the Customer must contact Intelligent Servers using the methods in condition 11.5 to confirm a collection date and time suitable for Intelligent Servers to arrange collection of the fault Equipment from the Customer’s site.

11.8. The Customer shall package the faulty Equipment in adequate packing to protect against courier damage whilst in transit back to Intelligent Servers. The original packaging the Equipment arrived in is not required.

11.9. When the Customer has contacted Intelligent Servers to arrange collection of the fault part, Intelligent Servers will arrange the collection as requested by the Customer on the specified date and time. Intelligent Servers will provide by email a shipping label to the Customer to attached to the package/box in a secure manner.

11.10. The Customer will give the package/ box with the attached shipping label to the courier on arrival and fill out any additional paperwork which could be requested by the Customer on the specified date and time. Intelligent Servers will provide by email a shipping label to the Customer to attach to the package/box in a secure manner.

11.10. The Customer will inform Intelligent Servers by either method in condition 11.5 when the faulty part has been collected by the prearranged courier.

11.12. If the Customer has not responded to collection requests by Intelligent Servers within 90 days, Intelligent Servers has the right to invoice the Customer for the faulty part at the same price as the original purchase price from the original Customer invoice issued by Intelligent Servers.

LIABILITY

12.1. Subject to condition 11, the following provisions set out the entire financial liability of Intelligent Servers (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Customer in respect of:

(a) any breach of these Conditions; and

(b) any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.

12.2. All warranties, conditions and other terms implied by statute of common law are, to the fullest extent permitted by law, excluded from the Contract.

12.3. Nothing in these Conditions excludes or limits the liability of Intelligent Servers for:

(a) death or personal injury caused by Intelligent Servers’ negligence; or

(b) fraud or fraudulent misrepresentation; or

12.4. Subject to condition 12.3:

(a) Intelligent Servers’ total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising under or in connection with the performance or contemplated performance of this Contract shall in all circumstances be limited to:

the Contract price paid or payable in respect of the Equipment and Software; and
£1,000,000 in respect of any damage to the property of the Customer resulting from the negligence of Intelligent Servers or its employees, agents and sub-contractors;

(b) Intelligent Servers shall not under any circumstances whatsoever be liable in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise for any loss of profits, loss of opportunity, loss of business or loss of contracts, or any special, indirect or consequential loss or damage (whether for depletion of goodwill or otherwise), costs, expenses or other claims for consequential compensation.

PACKAGING AND RETURNS

13.1. Equipment and/or Software which is supplied in accordance with the Contract can only be returned to Intelligent Servers is the Customer obtains a returns authorisation number from Intelligent Servers via email and/or phone call using the following:

(a) sending an email, outlining the company name and any order numbers associated with the original purchasing to the following address – support@intelligentservers.co.uk; or

(b) call the Intelligent Servers support line, giving a report of the company name and any order number associated with the original purchase by calling the following number - +44(0)1423 223430.

13.2. Where agreed, returns shall be sent to Intelligent Servers’ premises at the Customer’s risk expense. Intelligent Servers reserves the right to refuse to accept any such returns if they are not returned in the packaging in which they were supplied and in resalable condition (as this is a requirement for Intelligent Servers to be able to pass the returns onto the relevant manufacturer).

FORCE MAJEURE

14.1. Intelligent Servers reserves the right to defer the date of delivery, to cancel the Contract or reduce the volume of the Equipment, Software and Services ordered by the Customer (without liability to Intelligent Servers) if it is prevented from or delayed in the carrying on of its business due to circumstance beyond and reasonable control of Intelligent Servers including, without limitation, acts of God, government actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials provided that, if the event in question continues for a continuous period in excess of 30 days, the Customer shall be entitled to give notice in writing to Intelligent Servers to terminate the Contract.

GENERAL

15.1. All notices hereunder shall be in writing and shall be given by hand or sent by prepaid first class post to the party concerned at its last know address. Notices sent by first class post shall be deemed (in the absence of evidence of earlier receipt) to have been delivered forty-eight hours after dispatch, if delivered personally, on signature of a delivery receipt.

15.2. The Customer shall not assign or transfer the whole of any part of its rights or obligations under the Contract to any person, firm or company. The Customer is advised that the Equipment and/or Software may be subject to US Government export regulations. Accordingly, the Customer warranty’s that any Equipment and Software will not be exported from the United Kingdom unless prior approval in writing has been obtained from all regulatory authorities at the Customer’s own expense and any export of the Equipment or Software outside of the United Kingdom shall be further subject to the export terms.

15.3. Each right or remedy of Intelligent Servers under the Contract is without prejudice to any other right or remedy of Intelligent Servers whether under the Contract or not.

15.4. If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable, it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect.

15.5. Failure of delay by Intelligent Servers in enforcing or partially enforcing any provision of the Contract will not be construed as waiver of any of its rights under the Contract.

15.6. Any waiver by Intelligent Servers of any break of, or any default under, any provision of the Contract by the Customer will not be deemed a waiver of any subsequent breach or default and will in no way affect the other terms of the Contract.

15.7. The parties to the Contract do not intend that any term of the Contract will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not party to it.

15.8. The Contract shall be governed by and construed in accordance with English law and the parties hereby submit to the non-exclusive jurisdiction of the English courts.

INTELLIGENT SERVERS, FREE 3 YEAR REMOTE SETUP AND SUPPORT SERVICE ‘REMOTE SUPPORT’

16.1 Customers who purchase any computer hardware from our company are eligible for the 'Free 3 Year Remote Setup and Support' service. The ‘Support Scope Converge’ includes;

Hardware Setup & Base Configuration;
- Servers – Installation of Operating Systems (Windows Server, VMware ESXi, Most Linux Distro’s).
- Servers/Storage/Networking Hardware - Cabling Guides and Troubleshooting.
- Servers/Storage/Networking Hardware - Base and OOB (Out of Box) Setup and Configuration, to a ‘RFP (Ready for Production)’ state.
- SAN Storage - iSCSI and Fibre Channel Configuration, including the configuration of iSCSI VLAN’s, Fibre Channel Zoning on new or existing SAN Fabric Switches.
- SAN Storage - Presenting Test LUN’s to New and Existing Host Servers.
- Networking – Management Interface Setup & Configuration
- Networking – Basic Layer2 Setup including VLAN’s and Interface Configuration (Access & Trunk Ports).
Basic Training;
- Servers – Setup and configuration of ILO Interfaces
- Servers – Setup and configuration of RAID and RAID Controllers
- SAN Storage – Creating LUN’s, Hosts, Snapshot Policies, Replication, Alerting and Logging.
- Networking – Layer2 Configuration, creating VLAN’s, Interface Types (Access Mode and Trunk Mode), Management Interfaces.

16.2 The 'Remote Support' service is strictly 'remote' only, and our engineers use either of the following applications to connect to the customer's infrastructure: TeamViewer or AnyDesk.

16.3 The 'Remote Support Coverage' is available during the SLA hours of 8am until 6pm, Monday through Friday.

16.4 Our engineers will make every effort to ensure that the customer's infrastructure is configured correctly and functioning properly during the 'Remote Support Session'. However, our engineers are not liable for any downtime or configuration issues that may occur during the session.

16.5 It is the customer's responsibility to ensure they have a full backup of their data and configurations prior to giving an engineer 'remote access' to their infrastructure."