TERMS & CONDITIONS

1.0 Definitions

1.1 "Company" – Means Hublok Limited registered address Rae House, Dane Street, Bishop's Stortford, Hertfordshire, United Kingdom, CM23 3BT, company number 12924422.

1.2 "Conditions" – Means these terms and conditions of sale and any special terms agreed in writing by the Company.

1.3 "Contract" – Means the contract for the sale of the Goods and/or Services.

1.4 "Customer" – Means the entity or person that buys or agrees to buy the Goods and/or Services from the Company.

1.5 "Goods" – Means the products, equipment, and any related items supplied by the Company, including smart locker systems, components, accessories, and related materials.

1.6 "Services" – Means any services provided by the Company including, but not limited to, installation, configuration, software licensing, hosting, integration, support, and maintenance.

1.7 "Third-Party Software" – Means software, applications, APIs, or other technology owned or provided by third parties, whether or not procured by the Company on behalf of the Customer.

1.8 "Price" – Means the price quoted for the Goods and/or Services, excluding carriage, packaging, insurance, VAT and any other applicable charges unless otherwise agreed in writing.

2.0 Application of Conditions

2.1 These Conditions apply to all quotations, orders, and Contracts between the Company and the Customer, to the exclusion of all other terms unless expressly accepted in writing by the Company.

2.2 Any order placed by the Customer shall constitute acceptance of these Conditions.

2.3 No variation to these Conditions shall be binding unless agreed in writing by a duly authorised representative of the Company.

3.0 Quotations and Orders

3.1 Quotations are valid for the period stated therein, or if not stated, for 30 days from issue, unless withdrawn earlier.

3.2 Orders are only binding when accepted in writing by the Company.

3.3 The Customer is responsible for ensuring the accuracy of any order, including any specifications provided.

3.4 The Company reserves the right to modify the specification of the Goods or Services without notice where such changes do not materially affect performance.

4.0 Delivery

4.1 Delivery dates are estimates only and time shall not be of the essence.

4.2 The Company shall not be liable for delays in delivery caused by circumstances beyond its reasonable control.

4.3 Risk in the Goods passes to the Customer on delivery in the Company’s standard packaging, or when the Customer collects the Goods.

4.4 The Customer is responsible for unloading and safe handling of Goods on delivery.

5.0 Risk and Title

5.1 Risk passes to the Customer on delivery.

5.2 Title in the Goods shall not pass to the Customer until payment in full of all sums due to the Company.

5.3 Until title passes, the Customer shall store Goods separately and in good condition, and shall not pledge or charge them as security.

6.0 Prices

6.1 Prices are exclusive of carriage, packaging, insurance, VAT, and other applicable taxes unless otherwise agreed.

6.2 The Company may adjust prices due to changes in costs, exchange rates, or Customer-requested changes to the specification.

7.0 Terms of Payment

7.1 Unless otherwise agreed in writing, payment for Goods and Services is due within 30 days from the date of invoice.

7.2 Any recurring monthly fees (including, but not limited to, software licensing, hosting, or platform usage fees) must be paid within 14 days of the date of invoice. The Company reserves the right to suspend or disable access to the relevant software or platform in the event that such fees remain unpaid beyond this period.

7.3 Late payment of any invoice will incur interest at the rate of 8% per annum above the Bank of England base rate, calculated and accruing daily from the due date until the date of payment in full.

7.4 General support and triage assistance (including user, networking, and power-related issues) are included only where the Customer has entered into a valid Hublok Support Contract. Customers who opt out of such a contract will be liable for support services at £80 per hour, chargeable in 30-minute increments, plus any applicable taxes. Software updates, including new features and security protocol updates, are also provided exclusively under an active Support Contract.

8.0 Inspection and Acceptance

8.1 The Customer must inspect the Goods and/or Services within 3 working days of delivery or completion and notify the Company in writing of any defects or shortages.

8.2 Failure to notify within this period constitutes acceptance.

9.0 Warranty

9.1 The Company warrants that the Goods will materially comply with the agreed specification for the relevant warranty period as stated in the Company’s sales literature at the date of Contract.

9.2 The Company’s sole obligation under warranty is to repair or replace defective Goods or Services.

9.3 This warranty does not apply to faults caused by misuse, neglect, unauthorised modifications, or third-party interference.

10.0 Third-Party Software and Services

10.1 The Company may use or integrate Third-Party Software, APIs, applications, or other technology in the provision of Goods or Services.

10.2 Where such Third-Party Software or Services are supplied, whether directly licensed to the Customer or procured by the Company on behalf of the Customer, the Customer acknowledges and agrees that:

a) The Third-Party provider is solely responsible for performance, availability, security, functionality, and any defects of such software or services;
b) The Customer is bound by and shall comply with any applicable licence terms or usage restrictions imposed by the Third-Party provider;
c) The Company gives no warranty and accepts no liability whatsoever for any loss, damage, delay, or claim arising from or in connection with such Third-Party Software or Services, including (but not limited to) downtime, data loss, integration errors, or service interruptions;
d) The Customer’s sole remedy for any defect, interruption, or failure in such Third-Party Software or Services shall be against the relevant Third-Party provider.

10.3 The Customer shall indemnify the Company against all claims, losses, and liabilities arising from the Customer’s use or misuse of such Third-Party Software or Services.

11.0 Liability

11.1 The Company shall not be liable for any indirect or consequential losses, including loss of profit, revenue, goodwill, or business opportunity.

11.2 The Company’s total aggregate liability in respect of any claim shall not exceed the total sums paid by the Customer for the specific Goods or Services giving rise to the claim.

11.3 Nothing in these Conditions limits liability for death or personal injury caused by negligence, fraud, or any other liability which cannot be excluded by law.

12.0 Intellectual Property

12.1 All intellectual property rights in the Goods, Services, software, designs, drawings, and documentation remain vested in the Company or its licensors.

12.2 The Customer shall not reproduce, copy, or use such materials without the Company’s prior written consent.

13.0 Force Majeure

The Company shall not be liable for any failure or delay caused by circumstances beyond its reasonable control, including but not limited to supply chain disruptions, power failures, internet outages, or industrial disputes.

14.0 Termination

14.1 The Company may terminate the Contract immediately if the Customer fails to pay sums due, becomes insolvent, or breaches these Conditions.

14.2 Termination does not affect accrued rights and obligations.

15.0 Miscellaneous

15.1 If any provision of these Conditions is found invalid or unenforceable, the remaining provisions remain in full force.

15.2 No waiver of any breach shall be deemed a waiver of any subsequent breach.

15.3 The Customer may not assign its rights or obligations without the Company’s written consent.

15.4 These Conditions constitute the entire agreement between the parties.

16.0 Governing Law

This Contract and any dispute arising from it shall be governed by and construed in accordance with the laws of England and Wales, and the parties submit to the exclusive jurisdiction of the English courts.