National Microelectronics InstituteSEMI

Stepper Technology Ltd

General Terms and Conditions of Sale



1. Definitions
1.1 The "Buyer" means the person who buys or agrees to buy Goods from the Seller.
1.2 The "Seller" means Stepper Technology.
1.3 "Conditions" means the Conditions of Sale set out in this document and any special conditions agreed in writing by the Seller.

2. Conditions
2.1 These "Terms and Conditions" do not affect your statutory rights as a consumer.
2.2 All contracts of sale made by the Seller shall be deemed to incorporate these terms and conditions which shall prevail over any other document or communication from the Buyer.
2.3 If any amendments to this terms and conditions are required it is preferable that they be confirmed in writing.
2.4 Acceptance of delivery of Goods shall be deemed conclusive evidence of the Buyers acceptance of these Conditions.

3. Prices
3.1 The Price shall be that on the Seller’s current list price, web site, or if applicable the price contained in the Seller’s Quotation. Stepper Technology quotations will be valid for thirty (30) days from the date of issuance.
3.2 Should a product's price change between receipt of order and dispatch the buyer will be notified and given the opportunity to cancel the order and receive a full refund.
3.3 All Prices are exclusive of VAT and charges for packing, postage and Carriage (plus VAT) which shall be paid in addition.
3.4 The total purchase price, including VAT and Delivery charges will be displayed on the Buyer's quotation or in the Buyer’s shopping cart prior to confirming the order.
3.5 In the case of consumer sales, payment must be made in full before dispatch of any Goods.
3.6 In the case of other sales, payment is due in full on the terms of credit agreed which shall not be more than 30 days from the date of invoice. Time for payment shall be of the essence and any failure to pay shall entitle the Seller at its option to treat the Contract as repudiated by the Buyer or to delay delivery until paid.
3.7 If any act or proceedings shall be commenced in which the Buyer’s solvency is concerned, all monies under any transaction covered by these Conditions shall become immediately due and payable.

4. Purchase Orders.
4.1 A contract will be formed only upon Stepper Technology written acceptance of buyer’s online order or written purchase order specifying the model number, options, quantities of each product ordered, requested shipping date, shipping address and invoice address. Orders submitted pursuant to an un-expired quotation must also reference the quotation by number. Oral purchase orders will be accepted only subject to written confirmation by Stepper Technolgy. Buyer’s submission of a purchase order whether on line or in response to any quotation including these terms and conditions shall be deemed as acceptance of these terms and conditions to the exclusion of any other terms or conditions appearing in such purchase order. Stepper Technology’s acknowledgement of Buyers purchase order is expressly made conditional upon Buyers assent to these terms and conditions, which assent shall be presumed conclusively from Buyers failure to promptly object in writing at least five (5) days before shipment takes place or from Buyers acceptance of any or all of the products ordered.

5. Interest on Overdue Invoices
5.1 Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at 2% above normal bank base lending rate for the time being in force per calendar month.

6. Warranty and Liability
6.1 The Seller warrants to its customers that the products that it manufactures and sells will be free from defects in materials and workmanship for the period set for in the order confirmation. If any such product proves defective during the applicable warranty period, Stepper Technolgy at its option will either repair the defective product without charge for parts and labour or will provide a replacement in exchange for the defective product.
6.2 While every effort is made to ensure that the product specifications on this web site are accurate manufacturers do add and remove functionality in their products as the software is developed. Inevitably there will be a delay before the product descriptions are updated reflect these changes. It is highly recommended that an evaluation of the product is carried out to ensure that it meets your functional requirements prior to purchase.
6.3 This warranty shall not apply to any defect, failure or damage caused by improper use or inadequate maintenance and care. Stepper Technology shall not be obliged to furnish service under this warranty: a) to repair damage resulting from attempts by personnel other than Stepper Technology representatives to install, repair or service the product; b) to repair damage resulting from improper use or connection to incompatible equipment; c) to service a product that has been modified or integrated with other products when the effect of such modification or integrations increase the time or difficulty in servicing the product.

7. Delivery
7.1 Where a delivery date has been agreed Stepper Technology will make its best effort to ship on or before the estimated shipping date indicated on the order acknowledgement. Delivery shall be EXW.
7.2 Whilst every reasonable effort shall be made to keep any delivery date, time of delivery shall not be of the essence and the Seller shall not be liable for any losses, costs, damages or expenses incurred by the Buyer or any other person or Company arising directly or indirectly out of any failure to meet any estimated delivery date.
7.3 Delivery of the Goods shall be made to the Buyer’s address and the Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.

8. Ownership and Risk
8.1 The risk in Goods shall pass to the Buyer upon delivery of the Goods or upon the Goods being appropriated to the Buyer but kept at the Seller’s premises at the Buyer’s request.
8.2 The Seller remains the owner of the Goods affected by the Contract until the Seller has been paid in full for such Goods.
8.3 The Buyer shall inspect the Goods immediately upon receipt and shall notify the Seller within a reasonable time of delivery if the Goods are damaged or do not comply with any of the Contract. If the Buyer fails to do this he is deemed to have accepted the Goods.
8.4 Any Goods in respect of which any claim of defect or damage is made shall be preserved by the Buyer intact together with the original packing at the Buyer’s risk and either,
a) retained by the Buyer for a reasonable period to enable the Seller or its agent to inspect or Collect the Goods or
b) at the Seller’s option returned by the Buyer to the Seller who will refund the cost of postage and packing to the Buyer if the Goods are in fact defective.

9. Cancellation and Returns
9.1 If it is agreed that the goods are to be returned :-
a) a Goods Return number obtained from the Seller must be clearly shown on the returned parcels.
b) the Buyer will be liable cost of remedying any damage to the Goods returned where such damage has, in the opinion of the Seller, been caused by the Goods being inadequately packaged by the Buyer or through the Buyer’s fault.
c) the Seller reserves the right to make a handling and restocking charge of 25% on Goods which are returned if they were ordered in error or are no longer required. If the goods are faulty or being returned under clause 8.2 then the restocking charge will not apply.
9.2 If you are a consumer you have the right, in addition to your other rights, to cancel your contract with Stepper Technology and receive a refund. You must contact us and inform us in writing of your desire to cancel your contract within 7 working days of receipt of the relevant product(s). You must return the goods to us at your cost and we advise you to ensure the goods are adequately insured during any return journey.
9.3 Boxed software returned under clause 8.1 must be returned with the box seal unbroken. If the software is delivered electronically we will fax you a Proof of Destruction form. Once this form is signed & returned and meets our returns criteria, your account will be credited accordingly.

10. Force Majeure
In the event that the Seller is prevented from carrying out its obligations under a contract for sale as a result of any cause beyond its control such as but not limited to Acts of God, War, Strikes, Lock-outs, Flood and Failure of third parties to deliver goods, the Seller shall be relieved of its obligations and liabilities under such contract for sale for as long as such fulfilment is prevented.

11. Waiver
11.1 The failure of either party to enforce at any time any provision of these terms and conditions shall not be construed to be a waiver of such provision or the right thereafter to enforce each and every provision. No waiver by either party, either express or implied, or any breach of any of these terms and conditions shall be construed as a waiver of any other breach of such term or condition.

12. Liability
12.1 Except as may be implied by law where the Buyer is dealing as a consumer, in the event of any breach of these Conditions by the Seller the remedies of the Buyer shall be limited to damages which shall in no circumstances exceed the price of the Goods and the Seller shall under no circumstances be liable for any indirect, incidental or consequential damage.

13. Complaints
13.1 If you have a complaint about our service or any goods or services you purchase from Stepper Technology then please contact us immediately.
13.2 All complaints will be dealt with in a fair and confidential manner.

14. Misc
14.1 Any contracts shall in all respects be construed and operate as a British contract and in conformity with British law.
14.2 If any part of these terms and conditions that is not fundamental is found to be illegal or unenforceable, such finding will not affect the validity or enforceability of the remainder of these terms and conditions.