Partner Terms and Conditions

Interpretation

1.1 In these terms:

"The Rack People" means The Rack People Limited (formerly Acousti Products Ltd) registered in England with number 4514007.

"The Rack People Material" means any documents, plans, drawings, specifications, details, data or other information provided by THE RACK PEOPLE to the Client relating to the Goods.

"User" means the person, firm or company either purchasing from or using THE RACK PEOPLE products.

"Partner" means the person, firm or company who purchases goods from THE RACK PEOPLE to sell them on to their own client(s).

"Associated Benefits" refer to any services provided by THE RACK PEOPLE to the PARTNER which are not part of the normal purchasing process. These include but are not limited to quiet rack training for staff, white label marketing and satisfaction guarantee.

"Third Party Material" means any documents, plans, drawings, specifications, details, picture or any other record of information in any form provided by any other third party including our distributors or resellers.

"Goods" means the goods (including any instalment of the goods or any parts for them) which THE RACK PEOPLE is to supply in accordance with these Terms.

"PR" include but are not limited to copyrights, patents, utility models, trademarks, design rights (whether registered or unregistered), database rights and proprietary information rights.

"Terms" means the standard terms of use of our products set out in this document.

"Writing" and any similar expression, includes electronic mail, facsimile transmission and comparable means of communication.

Terms

1.2 A reference in these Terms to a provision of a statute shall be construed as a reference to that provision as amended, re enacted or extended at the relevant time.

1.3 The headings in these Terms are for convenience only and shall not affect their interpretation.

Basis of Use

2.1 Any typographical, clerical or other error or omission in, any sales literature or any THE RACK PEOPLE Material or any Third Party Material shall be subject to correction without any liability on the part of THE RACK PEOPLE. Actual products may vary in appearance to those shown on this or a third party's website.

2.2 Unless otherwise agreed in Writing by THE RACK PEOPLE all specifications and particulars of the Goods submitted by THE RACK PEOPLE are approximate only and statements in relation to the same, samples, drawings, models, illustrations or other descriptive matter, whether contained in THE RACK PEOPLE's website(s), catalogues, price lists or otherwise shall be regarded as descriptions only and not binding as to detail. THE RACK PEOPLE reserves the right to amend, improve or otherwise change product specification without notice.

2.3 THE RACK PEOPLE reserves the right to make any changes in the specification of the Goods which are required to conform to any applicable statutory or E.U. requirements or, where the Goods are to be supplied to THE RACK PEOPLE's specification, which do not materially affect their quality or performance.

2.4 The Partner Agreement and the ASSOCIATED BENEFITS are provided free of charge or at cost to the PARTNER on the basis that THE RACK PEOPLE is the sole supplier of acoustic and specialist 19” racks to the PARTNER. THE RACK PEOPLE reserves the right to revoke partnership status and benefits if the PARTNER purchases acoustic or specialist 19" racks elsewhere.

Intellectual Property Rights

3.1 The property and other IPR in any The Rack People Material or anything produced or used by THE RACK PEOPLE shall vest solely with THE RACK PEOPLE and may not be reproduced except with the express written consent of THE RACK PEOPLE.

3.2 Confidential Information - the primary information flows are anticipated to be technical, training, and marketing information from THE RACK PEOPLE (on which it exerts copyright) and sharing of confidential information about clients. Both parties agree to act fully in good faith with this information and only to act to mutual benefit. In the event this agreement is terminated, both parties agree to honour this obligation regarding both copyright and confidential information and to discontinue using any information provided during the term of this agreement.

Liability

4.1 The USER is solely responsible for satisfying himself as to the suitability of the Goods for any particular purpose and the PARTNER or USER relies solely on his own skill and judgement and not THE RACK PEOPLE's skill and judgement in determining such suitability.

4.2 Except in respect of death or personal injury caused by THE RACK PEOPLE's negligence, or liability for defective products under the Consumer Protection Act 1987, THE RACK PEOPLE shall not be liable to the USER by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, for loss of profit or for any indirect, special or consequential loss or damage, costs, expenses or other claims for compensation, including data loss whatsoever (whether caused by the negligence of THE RACK PEOPLE, its employees or agents or otherwise) which arise out of or in connection with the supply of the Goods (including any delay in supplying or any failure to supply the Goods) or their use or resale by the USER.

4.3 No responsibility or liability can be borne by THE RACK PEOPLE for damage or loss incurred either directly or consequentially, including data loss, due to the following;

4.3.1 Incorrect product selection.

4.3.2 Installation of the Goods is at the USER's own risk. For the USER's own safety and to avoid damage to computer equipment, or any other equipment, we strongly recommend the USER read the installation instructions available on this website or supplied with the Goods before installation. If the USER has any doubt about their own ability to install the Goods then a qualified engineer should be employed to do the work.

4.3.3 The USER incorrectly fitting Goods so that they obstruct airflow, or are placed too close to components and not leaving reasonable and sufficient space for airflow and normal cooling. It is the responsibility of the USER to position the Goods appropriately to facilitate the normal functioning of other internal components in equipment.

4.3.4 Any modifications made to Goods by the USER without explicit written approval from THE RACK PEOPLE

4.3.5 It is the USER’S responsibility to allow reasonable margin for delay in delivery. THE RACK PEOPLE shall not be held liable for any loss of profit, costs, expenses or other claims for compensation for installations or projects purported to rely on specific delivery dates being fulfilled by THE RACK PEOPLE. All delivery dates provided by THE RACK PEOPLE to the USER are on a best endeavours basis and are in no way guaranteed. On occasion when the delivery date does change, THE RACK PEOPLE will make every reasonable effort to notify the USER in advance although this cannot be guaranteed.

4.4 It is the User's responsibility to monitor their equipment after installation of our Goods to ensure the equipment is operating within normal parameters.

4.5 The PARTNER or USER must notify THE RACK PEOPLE if there is any problem, damage or inconsistency with the goods within 2 working days of delivery. After this time the purchaser will be deemed to have accepted the goods and THE RACK PEOPLE shall not be liable to the USER or PARTNER for damage, missing items or other inconsistencies and can reject any subsequent claims regarding such.

Warranty

5.1 In the event of any claim by a USER regarding a product defective by reason of improper workmanship or materials within 12 months from supply by THE RACK PEOPLE, the replacement, repair or refund of goods will be made at THE RACK PEOPLE's sole discretion as to the suitability of the claim.

5.2 Any unauthorised modifications made, without explicit written approval, to Goods by the PARTNER, USER or third party on behalf of the PARTNER or USER, will invalidate any remaining warranty.

5.3 In the event that Goods supplied are manufactured for THE RACK PEOPLE then that manufacturer's warranty shall apply.

Payment and Delivery

6.1 Full payment is required in advance for all purchases unless otherwise agreed. THE RACK PEOPLE reserves the right to decline acceptance of an order if THE RACK PEOPLE deem there is a good reason for doing so. If we export an order to an address outside the UK, the total order charge made does not include any international customs and/or brokerage fees and the PARTNER or USER accepts responsibility to pay such charges including local sales taxes imposed by the country to which the goods are shipped.

6.2 Value-Added Tax (VAT) will be added to orders automatically if applicable and this amount will be calculated and shown on the invoice.

6.3 Invoices will normally be sent electronically and such transmission and receipt will be deemed legally binding as if they had been posted and delivered via the normal postal services.

6.4 Trade Credit may be given (or revoked without notice) at the sole discretion of THE RACK PEOPLE. For Trade Credit account customers, payment is due 30 days from the date of the invoice unless otherwise agreed. The purchaser agrees to pay promptly in accordance with these terms. Interest will become due on overdue accounts at NatWest Base rate plus 3% pa accruing on a daily basis.

6.5 Individual product prices do not include delivery and a delivery charge will be automatically added to each order placed.

6.6 Once an order has been placed (by way of Purchase Order, provision of a Purchase Order number, email instruction or other means) it will become non cancellable. However, at the sole discretion of THE RACK PEOPLE cancellation of an order or return of goods may be accepted. This will incur a cancellation or restocking charge plus any additional charges incurred by THE RACK PEOPLE. If cancellation or return is accepted the normal minimum cancellation charge is 25% of the value of a confirmed order.

Retention of Title

7.1 Notwithstanding delivery and passing of risk, property in and title to the goods shall remain with the seller THE RACK PEOPLE until THE RACK PEOPLE has received payment of the full price of:

a) all Goods the subject of the Contract and

b) all other goods supplied by THE RACK PEOPLE to the buyer under any contract whatsoever.

7.2 Payment of the full price shall include, without limitation, the amount of any interest or other sum payable under the terms of this and all other contracts between THE RACK PEOPLE and the buyer.

7.3 Clauses 7.1 and 7.2 do not apply if a third party supplier has prior claim to retention of title through their terms and conditions.

General

8.1 If any provision of any contract held by THE RACK PEOPLE and another party or any provision of these Terms is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the contract and/or Terms and the remainder of the provision in question shall not be affected.

8.2 The Contracts (Rights of Third Parties) Act 1999 shall not apply in relation to any contract held by THE RACK PEOPLE and another party and/or any provision of these Terms.

8.3 Any contract held by THE RACK PEOPLE and another party and any provision of these Terms shall be governed by the laws of England, and the Client agrees to submit to the exclusive jurisdiction of the English courts.

8.4 By purchasing or using our products you are accepting the terms and conditions here set out.

8.5 THE RACK PEOPLE reserve the right to change or modify these Terms without notice. Notification of the change of Terms will be sent out by email and a current version of our Terms and Conditions will always be available at the following web page: http://www.therackpeople.com/partner-terms-and-conditions.asp

8.6 The PARTNER consents to receiving occasional email correspondence from THE RACK PEOPLE which does not directly relate to any current or on-going enquiry the PARTNER may or may not have open with THE RACK PEOPLE at any given time. The correspondence will contain news and developments within the 19” rack industry as well as any topics or items of interest THE RACK PEOPLE deem relevant. These will be sent no more frequently than once per calendar month. THE RACK PEOPLE will not release any of your details to a third party without your express consent. If the PARTNER wishes to opt out of this correspondence they will need to send an email to sales@therackpeople.com or by post in writing, detailing the email addresses they wish to no longer receive the correspondence.