Currys Business Conditions of Sale

PART 1 – Terms applying to all goods and services

General

1. Currys Business is a business to business reseller selling on behalf of Currys Group Ltd and Currys Retail Ltd. Your Purchase Order/order acknowledgement/order confirmation will specify which is the legal entity and data controller relevant to your purchase. In buying from either entity you agree that you are buying goods or services only for business purposes. The liability provisions in these Conditions of Sale set out our responsibilities to you in more detail, but as a business customer, purchases you make from us will not benefit from the statutory protection available to consumers under the Consumer Rights Act 2015 and related legislation.

2. Part 1 of these Conditions of Sale apply to both Currys Group Ltd and Currys Retail Ltd. In addition to Part 1: (i) Part 2 applies to services that Currys Group Ltd provide to you in respect of the installation, delivery and recycling of electrical and white goods; and (ii) Part 3 of these Conditions of Sale apply to goods and connectivity contracts to mobile, broadband, digital, SaaS and other services provided by Currys Retail Ltd.

3. We do business only under these Conditions of Sale, and, in respect of a Currys Retail Ltd purchase, under Currys Retail Ltd’s purchase order provided to you (“Purchase Order”). All other terms are explicitly refused. We are not obliged to accept any order that you place with us, or offer you credit. Please check our website for the latest version of these Conditions of Sale that apply to your order.

4. Goods are subject to availability and may vary from those advertised.

5. You must decide before ordering if the goods are suitable for your needs; we do not accept any responsibility for assisting you with that decision.

6. Although we make reasonable checks to avoid errors occurring, please note that we reserve the right to cancel or refuse orders for items shown on our website or on a Purchase Order with an incorrect price or with any other incorrect information. No contract is made with you until we have dispatched your order. Where we make a mistake we will give you the option to either: (i) cancel your order and obtain a refund of any sums paid in advance; and/or (ii) place the order again at the correct price/on the correct terms.

Prices and Payment

7. Our prices do not include VAT and delivery. At the time you place your order, the price of the goods may have changed from the one on our website or on a Purchase Order - please confirm the price before you order. For any purchase from Currys Retail Ltd you shall pay each Purchase Order as set out in the Purchase Order, and in full and in cleared funds to a bank account nominated in writing by Currys Retail Ltd.

8. We accept payment by bank transfer and most types of credit or debit card. Credit card and debit card payments are taken at the point of customer order, not on dispatch of goods.

9. Goods bought on credit from Currys Group Ltd must be paid for within 30 days of our invoice date (credit may be made available to customers by Currys Retail Ltd in the form of Flexible Funding on the terms set out in Part 3). Currys Group Ltd may withdraw the option to pay on credit and Currys Retail Ltd may withdraw the option to have a Flexible Funding facility at any time and for any reason. If you fail to pay an invoice when due then, in addition to any other right or remedy which may be available to us, all invoices will become due and payable (whether outstanding or not).

10. We may share customer credit history information with relevant credit agencies. We also reserve the right to run a credit check with a relevant credit agency if we give you credit and to validate any credit card account holder or delivery address details. Available credit information is accurate within the last 24 hours.

11. We remain owners of the goods you purchase until you have both paid for all of them in full and also paid all other monies due to us from you under any contract or arrangement (including your Airtime Contract and Flexible Funding as set out in Part 3). You agree to give us the right to enter your premises at any time where the goods are stored so that we can retrieve and resell them if they are not paid for. Until title passes to you under this condition you must: (i) keep the goods stored separately and clearly identifiable as belonging to us; (ii) not remove any branding or identifying marks; (iii) keep them fully insured for their full replacement value against any loss, damage or destruction; (iv) not sell, transfer, charge, mortgage, pledge or grant any lien over, the goods. This applies to all goods we supply to you and to any money owing in respect of any transaction with you.

12. Under the Late Payment of Commercial Debts (interest) Act 1998 we can exercise our statutory right to charge interest (before and after any judgement) on the amount unpaid, at the rate of 2% above the base rate of the Bank of England. Interest is charged on a per annum basis, calculated daily until payment is made in full.

Delivery

13. Currys Business (Currys Group Ltd) charges for all deliveries. Currys Business (Currys retail Ltd) may charge for delivery and, if so, such charges will be specified on the Purchase Order. Goods in stock are normally delivered within two working days after processing.

14. Standard delivery is to suitable ground floor reception or store areas. Please notify us in advance if you have any special delivery requirements – there will be an additional charge. We do our best to meet delivery slots agreed with you but we don't accept any liability to you for any delay. We will use reasonable endeavours to notify you of any delivery delays and reconfirm a new delivery time with you.

15. If the goods do not arrive or are incomplete, are the wrong goods or are damaged when you open them, please tell our Customer Services Department within 14 days of receipt or expected delivery, telephone 0344 561 6789.

16. Risk passes to you on delivery. After delivery you are responsible for protecting and insuring the goods against loss, damage or destruction.

Cancellation

17. You cannot cancel a submitted order after the goods have been dispatched unless this is agreed in writing by our authorised representative.

Returns & Errors

18. All our goods are sold to you with the benefit of the manufacturer's warranty (and Currys Retail Ltd provides further warranties as set out in Part 3). Currys Group Ltd will accept returns of faulty goods notified to it within 30 days of delivery and Currys Retail Ltd will accept returns of faulty goods notified to it within 28 days of delivery, subject in each case to the terms of the manufacturer's warranty. After that time please contact our Customer Services departments who will advise you on your options, telephone 0344 561 6789.

19. Where a good supplied to you is or becomes faulty during the manufacturer’s warranty period (or any additional warranty if provided by Currys Retail Ltd as set out in Part 3) and for a reason covered by the relevant warranty (which excludes your acts, omissions or misuse) you may contact the manufacturer directly, or, if you wish to liaise with us then: (i) you must report the fault to our Customer Services team on 0344 561 6789; (ii) you must repackage the faulty goods and ensure that such goods and all original accessories are returned to us at your cost and risk by such post or courier service as shall ensure proof of delivery and sufficient insurance to cover the value of the goods or, if the goods are too large, we may visit your site; and (iii) we shall inspect the returned goods and may, at our discretion and free of charge, return such goods to the manufacturer on your behalf for the manufacturer to provide a remedy ,or repair, or if we repair is not possible then we will replace the goods.

20. After the expiry of the warranty period, we may make a charge for replacing or repairing the goods. For further details on our Business Repairs Policy please call our Customer Services team on 0344 561 6789. We shall (at our or the goods manufacturer's option) have the right to refund you the price you paid (or a proportionate part thereof, depending upon age and condition) for the goods.

21. Unwanted products can be returned open as long as you let us know you want to return them within 14 days of delivery. They must include all original packaging, be in ‘as new’ condition and must not have been used, installed or had any data input on them.

22. If goods are to be returned to us you must obtain an RMA (Returned Merchandise Authorisation) from our Customer Services department, telephone 0344 561 6789. The RMA will be valid for 28 days. We will arrange for collection of the goods, which must be available for collection in their original packaging together with all accessories and manuals. We cannot accept unauthorised returns which do not have an RMA.

23. If you return goods or send goods to us for repair, please ensure that you have backed up and/or removed your data as appropriate. We will not be responsible for any data that is lost or corrupted.

24. Please note we do not accept returns of special purchase items, consumables, opened packaged software (unless it is faulty), pre-loaded/down-loaded software licences (unless faulty) or products that you agree in advance are non-cancellable or non-returnable (unless faulty).

25. If you are unhappy with any services we have provided you then you must promptly notify us in writing (and, in any event, within 30 days of completion of the services) and our sole liability to you shall be to re-perform any defective services at no cost to you.

26. The remedies in this Returns and Errors section and the Warranties sections represent your sole and exclusive remedies in respect of any issues you experience with the goods/services provided by us.

Warranties

27. You will get the benefit of the manufacturer's warranty in respect of all the goods we sell. Please note that we do not provide any warranties ourselves in respect of the goods (except those warranties provided by Currys Retail Ltd as set out in Part 3 below), and that all other warranties and representations, whether express or implied, by statute, common law or of any other kind are hereby excluded to the maximum extent permitted by law. Please note that for domestic appliances and any goods designed for domestic use, using them for commercial purposes may invalidate the manufacturer’s warranty.

Suspension and Termination

28. We may cancel outstanding orders for goods and/or suspend the provision of the services or terminate them immediately (without liability to you) if any of the following events happen: (i) you fail to make any payment when due; (ii) you are in breach of any provisions of these Conditions of Sale; (iii) you have given any false or misleading information to us; (iv) your financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to these Conditions of Sale is in jeopardy; (v) your use of the goods/services is likely to cause the whole or part of the goods/services to be interrupted, damaged, rendered less efficient or in any way impaired; (vi) if the cancellation provisions under any leasing arrangement entered into by you are invoked by the relevant leasing company; and/or (vii) if we are prohibited or cease to be authorised or if our authorisation is revoked or modified in any way which has an impact on our ability to provide or procure the goods or services in whole or in part.

Limitation of Liability

29. We do not limit our liability to you for fraud, fraudulent misrepresentation or for death, personal injury caused by our own negligence or that of our employees, agents or sub-contractors or for liability which may not otherwise be limited or excluded under applicable law.

30. Currys Group Ltd will accept the return of faulty goods within 30 days, and Currys Retail Ltd within 28 days, from the date of delivery, and our liability will be limited to the repair or replacement of the goods or the re-performance of any defective services, subject to your compliance with our returns policy.

31. Subject to clause 29 above, we do not accept any liability (and hereby exclude all liability) for special, indirect or consequential losses of any kind or for any loss of profits, loss of revenue, loss of anticipated savings, loss of or corruption to data, loss or damage to goodwill, business or reputation (and in each case whether classified as direct or indirect and howsoever arising, including in relation to breach of contract or negligence) or for any acts or omissions of you or any party other than us, including the Network, other providers of telecommunications, computers or other equipment and/or hardware or services including internet services.

32. Subject to clause 29 to 31, our maximum aggregate liability to you under these Conditions of Sale shall be limited to the price paid for the goods or services giving rise to the claim.

33. The parties agree that clauses 29 to 32 are reasonable given the other remedies offered under these Conditions of Sale.

Matters beyond our Reasonable Control

34. We will not be liable for any delay in performing, failure to perform or deliver, or defective performance or delivery of any goods or services if such delay or failure is caused by circumstances beyond our reasonable control.

Law and Jurisdiction

35. These Conditions of Sale and any contracts made under it are subject to English law and English courts have exclusive jurisdiction in relation to all matters (whether based on contractual or non-contractual rights and obligations).

Confidentiality

36. Neither party shall only disclose confidential information to those of its directors, officers or employees who need to know it strictly for the purpose of exercising or performing that party’s rights and obligations under these Conditions of Sale. Each party shall treat the other party’s confidential information with the same degree of care that it affords to its own confidential information.

Waiver

37. No forbearance, delay or indulgence by either party in enforcing the provisions of these Conditions of Sale shall prejudice or restrict the rights of that party, nor shall any waiver of its rights in relation to a breach of these Conditions of Sale operate as a waiver of any subsequent breach and no right, power or remedy given to or reserved to either party under these Conditions of Sale is exclusive of any other right, power or remedy available to that party and each such right, power or remedy shall be cumulative.

Relationship

38. Nothing in these Conditions of Sale creates a joint venture, relationship of partnership or agency between the parties. Except as expressly authorised under these Conditions of Sale neither party has authority to pledge the credit of or make any representation or give any authority to contract on behalf of another party. No customer employees shall be construed as being an employee of ours by virtue only of these Conditions of Sale or the performance of our obligations under these Conditions of Sale.

Severability

39. Notwithstanding that the whole or any part of any provision of these Conditions of Sale may prove to be illegal or unenforceable the other provisions of these Conditions of Sale and the remainder of the provision in question shall remain in full force and effect.

Third Party Rights

40. These Conditions of Sale do not create or confer any rights or benefits enforceable by any person not a party to it (within the meaning of the Contracts (Rights of Third Parties) Act 1999).

Assignment and Sub-contracting

41. You may not assign your rights or obligations under these Conditions of Sale without our prior written consent. We may use subcontractors to perform all or some of our obligations under the Conditions of Sale but where we do so we will remain liable to you in accordance with these Conditions of Sale for their acts and omissions. We may on prior written notice to you assign our rights and obligations within our group of companies and/or to a third party.

Entire Agreement

42. These Conditions of Sale, together with any contract documents we provide you, is the entire agreement of the parties relating to the subject matter. Except as may be expressly stated in these Conditions of Sale, it supersedes and cancels all prior agreements, statements, representations, understandings, negotiations and discussions, whether oral or written, between the parties. Each of the parties acknowledges and agrees that in entering into these Conditions of Sale it does not rely on any statement, representation, warranty or understanding made prior to these Conditions of Sale save to the extent it is incorporated into these Conditions of Sale. Each of the parties agrees that in entering into these Conditions of Sale it has not relied on (or has been induced to enter into these Conditions of Sale by) any statement made prior to these Conditions of Sale.

Variations

43. The latest version of these Conditions of Sale is available on our website. We reserve the right to change our Conditions of Sale from time to time and if we do so we will update the version on our website. Each time you place an order from our website you will be deemed to have agreed to the latest version of our website terms and conditions shown prior to placing your order.

Notices

44. Any notice required under these Conditions of Sale must be given in writing and sent to the address of the party for which it is intended to be given, or such other address as has been notified to the other party in accordance with this clause 44 and be sent by hand, registered post or equivalent and unless delivered by hand (where it shall be deemed received on delivery) it shall be deemed to have been received three working days after the date of posting. In this condition, “working days” means Monday to Friday excluding public/bank holidays in the United Kingdom. Any notices for Currys Group Ltd must be addressed to the Company Secretary and General Counsel.

Time for Performance

45. We will always do the best we can to ensure we achieve any delivery dates agreed with you for the provision of the goods or services. However, time shall not be of the essence. We will use reasonable endeavours to notify you if we believe that our performance is likely to be delayed for any reason. We will not be liable to you where our performance of the contract is delayed because of your own acts and omissions or those of your employees, agents or contractors.

Anti-bribery

46. Each party will comply in all respects with the Bribery Act 2010 and other relevant applicable law, regulations and sanctions relating to anti-bribery and anti-corruption.

Intellectual Property

47. We (and/or our licensors) shall retain all right, title and interest in any intellectual property rights in goods, software or services we supply to you under these Conditions of Sale. Any intellectual property rights created in the course of the services shall belong to us and/or our licensors.

48. “Currys Business” is a trade mark of Currys Group Limited.

Data Protection:

49. The processing of personal data under these Conditions of Sale shall be as set out in our privacy policy. Your Purchase Order/order acknowledgement/order confirmation will set out which of our entities is the data controller relevant to your sale.

Company Details

50. Currys Business is a trading division of Currys Group Limited (Registered number: 504877) and Currys Retail Limited (Registered no: 2142673), both with registered offices at 1 Portal Way, London, W3 6RS.

PART 2 - Services - Additional Terms & Conditions

51. In addition to the Conditions of Sale in Part 1 above, the following additional terms and conditions apply to any services Currys Group Ltd agrees to provide you in respect of installation, delivery and recycling of electrical or white goods.

Customer Obligations

52. You will: (i) allow reasonable access to the site and ensure the site is a safe environment; (ii) properly maintain the equipment and software and regularly back up data; (iii) not make any unauthorised modifications to the software or services provided by Currys Group Ltd; (iv) provide all relevant information about your business in a timely and accurate manner and notify Currys Group Ltd of any changes to it affecting Currys Group Ltd's ability to deliver the goods or services; (v) keep any Currys Group Ltd equipment left with or loaned to you safe and secure and return the same to Currys Group Ltd on demand; and (vi) ensure availability of required equipment for the services to be carried out.

Currys Group Ltd Obligations

53. Currys Group Ltd: (i) will perform the services with reasonable skill and care using appropriately qualified, trained and experienced engineers; (ii) does not warrant the services or any additional services will cause the equipment or software to operate without interruption or error; (ii) does not have any liability for any such interruption or error which is caused directly or indirectly by any equipment or services not supplied by Currys Group Ltd.

Limitations on the services

54. The services to be provided do not include services required due to: (i) failure by you to properly maintain or operate the equipment or software; (ii) modification of the equipment or software by anyone other than Currys Group Ltd; (iii) transportation or relocation of the equipment or software; (iv) any defect in equipment or software not supplied by Currys Group Ltd; and/or (v) failure to allow Currys Group Ltd proper access to the equipment or software. Such services if requested by you will be treated as additional services for which additional charges will be payable in accordance with Currys Group Ltd's rates in force at that time.

Termination

55. You may not terminate any contract for services prior to the expiry of any minimum period indicated in the contract or associated documentation and/or where you have engaged us to perform a defined piece of work. For on-going contracts where no minimum period applies, or on or following the expiry of the minimum period, you may terminate the service contract on 30 days' prior written notice or such other notice period as may be defined in the contract or associated documentation, whichever is the greater.

PART 3 - Additional Conditions of Sale for Goods and Connectivity

56. These terms in this Part 3 shall apply to your purchase from Currys Retail Ltd of goods and connectivity contracts to mobile, broadband, digital, SaaS and other services provided by Currys Retail Ltd in addition to the terms set out above. The following definitions shall apply to this Part 3:

“Airtime Contract” means a contract entered into between you and your Network Operator relating to the provision of the services;
“Network” means the mobile telecommunication system operated by your Network Operator;
“Network Operator” means a Network provider into which you have entered any Airtime Contract;
“Network Services” means the mobile phone services described on the Purchase Order and provided by the Network pursuant to the Airtime Contract;
“Purchase Order” (i) for telephone sale verbal contracts, the details confirmed and/or agreed by the Customer on a verification call and which are summarised on a document headed ‘Order Summary’ following such call, and (ii) in all other cases, a document provided to the Customer headed ‘Purchase Order’;
“Minimum Period” means the minimum period for the provision of the Services under your Airtime Contract and/or any upgrade;

57. Our agreement with you shall comprise of: a Purchase Order; these Conditions of Sale; and an Airtime Contract. If there is any conflict between the documents listed above, the document earlier in the list shall take precedence.

58. You agree to comply with the terms of the Airtime Contract and you acknowledge and agree that: (i) we facilitate the entry into the Airtime Contract between you and the Network but we not a party to it and we have no liability to you in relation to it or any breach of it by the Network; (ii) the Network Services shall be supplied by the Network in accordance with the terms of the Airtime Contract; and (iii) the services we provide are separate from, and ancillary to, the Network Services.

SIM Cards

59. All SIM cards supplied to you for use on the Network shall at all times remain the property of the Network Operator and in the event of termination of these Conditions of Sale prior to the end of the Minimum Period of your Airtime Contract must be returned to us in good condition. If a replacement SIM card is required, there may be a charge for such supply.

GMS Gateway

60. You must not use a GMS Gateway (meaning any goods containing a SIM card which enables the routing of incoming fixed to mobile calls or cross network calls, in such a way as to establish an on-network call on the Network).

Warranties

61. In addition to the manufacturer’s warranty provided on new goods (as set out in Part 1, Returns and Errors, above), Currys Retail Ltd provides the following warranties: (a) where we have provided you with refurbished goods, these are sold with the benefit of a 12 month warranty from us; and (b) where we have provided you with a replacement device, these are provided with the remainder of your warranty term as was given with your original goods. The process for relying on these warranties are as set out in Part 1, Returns and Errors, above.

62. Where you have a purchased mobile or tablet in conjunction with an Airtime Contract and it becomes faulty during the warranty period due to no fault of your own then we will replace it with an equivalent device.

Discounted line rental and cashbacks

63. By agreeing to these Conditions of Sale you agree that any discounted line rental and/or cashback or similar applicable to your order must be claimed by you in accordance with the terms made available to you by us upon ordering, and may not automatically appear on your bill.

64. In order to claim any discounted line rental and/or cashback or similar, you must be able to demonstrate to our reasonable satisfaction that your Airtime Contract has not been cancelled and all payments thereunder are up-to-date when you claim.

65. In the event that your Network Operator makes a clawback of any commissions paid to us due to a default or termination by you under your Airtime Contract, we reserve the right to charge you for the full amount of any such clawback up to the amount of any discounted line rental or similar applied or paid by us to you or for any cashback paid to you.

Suspension and Termination

66. We may terminate these Conditions of Sale with immediate effect by notice in writing if: (i) you use or operate a GSM Gateway; (ii) within 7 working days of receipt of your goods, you have failed to arrange connection of the goods to the Network, if not already connected; (iii) you move onto a tariff which offers a lower rate monthly subscription during the Minimum Period; (iv) your Network Operator ends the Airtime Contract in accordance with its terms (including not limited to where you have failed to fulfil your payment obligations during the Minimum Period); (v) you end the Airtime Contract for any reason within 9 months (if your Minimum Period is 12 months or more) or within your Minimum Period (if your Minimum Period is less than 12 months); or (vi) you have been issued with new goods to use in conjunction with your Airtime Contract for a new Minimum Period and you have not used the new goods within 30 days of receipt, and the relevant tariff includes discounted goods.

67. If we exercise such right to terminate as set out above then you must, in addition to paying any other charges under the Airtime Contract, either: (a) return the goods to us by sending it special delivery to: Currys Retail Limited on behalf of Currys Business Services, 6th Floor Merck House, Seldown, Poole BH15 1TW; or (b) keep the goods, in which case you agree to pay us the amount of the discount being the retail price (which in the case of a mobile phone is the standalone purchase price) of the goods less the amount paid by you at the time of purchase for the goods.

68. In the event that your Airtime Contract comes to an end, for whatever reason, you must pay to us any amounts outstanding in respect of the goods and/or any funding paid to you as well as any monies due under your Airtime Contract.

69. In the event that we terminate pursuant to the terms of these Conditions of Sale then you must pay to us any amounts outstanding in respect of the goods and/or any Flexible Funding paid to you as well as any monies due under your Airtime Contract. In the event that you terminate these Conditions of Sale for our material breach then your Airtime Contract shall continue but these Conditions of Sale shall terminate and you will not be required to return the goods nor pay to us any amounts outstanding in respect of the goods.

Price and payment

70. We reserve the right, by giving written notice to you at any time before dispatch of the goods or provision of the Services, to increase prices to reflect any increase in our costs.

Flexible Funding

71. Currys Retail Ltd may make funding available to you to allow you to make orders (“Flexible Funding”).

72. Flexible Funding accrues to your account on commencement of your Airtime Contract to use as set out in the Purchase Order.

73. If you receive Flexible Funding in the form of goods then such goods will be made available to you from commencement. If you choose to receive Flexible Funding in the form of cash or cash and goods then such goods and/or cash will be made available no earlier than 90 days after commencement.

74. If you fail to make payment when due under these Conditions of Sale or your Airtime Contract or you exceed the credit in your account without our prior consent then we may: (i) terminate these Conditions of Sale; (ii) cancel any Purchase Order and/or suspend any further provisions of goods and/or services to you; (iii) suspend availability of Flexible Funding and require repayment of such Flexible Funding in full; (iv) charge interest as set out in Part 1; and/or (v) deduct monies up to the value of the overdue amount from any credit on your account with us, including any Flexible Funding.

Currys Business Conditions of Sale – October 2021