Terms and Conditions

General Terms and Conditions BMAIR PVS UK Limited

Registered Address: Profile West Suite 2, First Floor, 950 Great West Road, Brentford, TW8 9ES, United Kingdom

Company Registration Number: 15730930

1. General Definitions
1.1 BMAIR PVS UK Limited: The private company registered in the United Kingdom with limited liability under company number 15730930, having its registered office at Profile West Suite 2, First Floor, 950 Great West Road, Brentford, TW8 9ES, United Kingdom.
1.2 Other Party: Any individual or entity that requests an offer from BMAIR PVS UK Limited, enters into a contract, purchases or leases goods, or commissions services. This also includes representatives, successors, heirs, and beneficiaries.
1.3 Representative: A person acting on behalf of the Other Party, who is jointly and severally liable for obligations under the agreement unless expressly agreed otherwise in writing.
1.4 Activities: Any tasks performed by or on behalf of BMAIR PVS UK Limited, including but not limited to repairs, maintenance, and provision of materials or tools.
1.5 Manual: Instructional documents provided with BMAIR PVS UK Limited’s products.
1.6 In Writing: Any communication made via post, fax, or email.
1.7 Intellectual Property Rights: All rights pertaining to patents, trademarks, copyrights, design rights, and trade secrets related to the goods or services provided.

2. Scope of Application
2.1 These terms apply to all offers, agreements, and services provided by BMAIR PVS UK Limited unless expressly agreed otherwise in writing.
2.2 If the Other Party uses its own terms and conditions, those shall not apply unless explicitly accepted in writing by BMAIR PVS UK Limited.
2.3 The Other Party shall ensure any third parties involved in the use of goods provided by BMAIR PVS UK Limited comply with these terms and the product Manual.
2.4 Invalidity of any provision in these terms does not affect the validity of the remaining provisions.

3. Offers and Agreements
3.1 All offers from BMAIR PVS UK Limited are non-binding and can be revoked within five business days after acceptance by the Other Party.
3.2 Offers are valid for six weeks unless a different period is specified in writing.
3.3 An agreement is only valid upon written confirmation by BMAIR PVS UK Limited.
3.4 Amendments to agreements must be made in writing and may result in additional costs borne by the Other Party.

4. Prices and Fees
4.1 Prices are exclusive of VAT, shipping, insurance, and other applicable costs unless explicitly stated otherwise.
4.2 Prices are subject to changes in cost factors (e.g., taxes, duties, or materials), which may be passed on to the Other Party.
4.3 Discounts are valid for one-time use only and do not apply to subsequent orders unless explicitly agreed.

5. Delivery Terms
5.1 Delivery dates are approximate and non-binding.
5.2 Risk of the goods passes to the Other Party upon delivery. Delivery occurs when the goods leave the warehouse or designated shipping location.
5.3 Partial deliveries are permissible and constitute separate transactions.

6. Retention of Title
6.1 Goods remain the property of BMAIR PVS UK Limited until full payment is received.
6.2 The Other Party is prohibited from pledging or reselling goods under retention of title without written consent.

7. Force Majeure
7.1 BMAIR PVS UK Limited is not liable for delays or non-performance caused by events beyond its control, including but not limited to natural disasters, strikes, or government actions.
7.2 If force majeure persists for over six months, either party may terminate the agreement in writing without penalty.

8. Intellectual Property Rights
8.1 All intellectual property rights related to goods or services remain vested in BMAIR PVS UK Limited.
8.2 The Other Party shall not reproduce, market, or register any intellectual property without prior written consent.
8.3 The Other Party must notify BMAIR PVS UK Limited of any suspected infringement of its intellectual property rights.

9. Warranty and Complaints
9.1 Scope of Warranty: BMAIR PVS UK Limited warrants that the goods delivered are free from construction defects for a period of one (1) year from the date of the invoice. If construction defects are identified within the warranty period, and the Other Party lodges a timely complaint, BMAIR PVS UK Limited shall, at its sole discretion: - Replace the defective goods free of charge; or - Provide a reasonable credit for the full or partial invoiced amount of the defective goods.
9.2 Visible Defects: The Other Party must notify BMAIR PVS UK Limited in writing of immediately visible defects within eight (8) days of delivery. Failure to do so will result in the expiration of any claims related to such defects.
9.3Documentation of Visible Defects: Visible defects must also be noted by the Other Party on the delivery note and/or invoice at the time of receipt.
9.4 Other Defects: For defects not immediately visible upon delivery, the Other Party must lodge a written complaint within three (3) working days after discovering the defect. Failure to do so will result in the expiration of any claims related to such defects.
9.5 Payment Obligations: The submission of a complaint does not suspend the Other Party’s obligation to pay for the delivered goods, including those subject to the complaint.
9.6 Third-Party Goods or Components: For goods or components sourced from third parties, BMAIR PVS UK Limited’s warranty obligations shall not exceed or extend beyond the warranty terms provided by the third-party supplier. BMAIR PVS UK Limited’s obligations are discharged once it transfers its claims against the third-party supplier to the Other Party.
9.7 Exclusions from Warranty: Claims under the warranty are excluded in the following situations: a) If the Other Party fails to follow instructions or advice provided in the Manual, including but not limited to the use of filters not supplied by BMAIR PVS UK Limited. b) If the goods are used improperly or not in accordance with their intended purpose as stipulated in the agreement or common practice. c) If the Other Party fails to fulfill its obligations under the agreement, including timely payments or proper maintenance of the goods. d) If the goods are damaged by external causes, such as heat, fire, contamination, or other environmental factors. e) If repairs, modifications, or adjustments to the goods are performed by the Other Party or third parties without following the guidelines in the Manual.

10. Liability
10.1 BMAIR PVS UK Limited’s liability is limited to repair, replacement, or credit of defective goods as outlined in the warranty clause.
10.2 BMAIR PVS UK Limited is not liable for indirect, consequential, or trade losses unless caused by gross negligence or intent.
10.3 Any liability is capped at the invoice value of the affected goods or the amount covered by applicable insurance.

11. Payment Terms
11.1 Payment is due within 30 days of the invoice date unless otherwise agreed in writing.
11.2 Late payments incur statutory interest, and BMAIR PVS UK Limited may suspend further deliveries.
11.3 The Other Party is liable for all legal and collection costs incurred due to non-payment.

12. Termination
12.1 BMAIR PVS UK Limited may terminate agreements if the Other Party fails to meet obligations, becomes insolvent, or breaches any terms herein.

13. Governing Law and Jurisdiction
13.1 These terms are governed by the laws of England and Wales.
13.2 Disputes shall be resolved exclusively in the courts of England and Wales.