Terms of Sale

These terms of sale were last updated on 14 April 2021 and apply to all customers who purchase goods from OPUS 101 Pro Audio.

1. Introduction

These terms of sale apply to all goods supplied by OP. 101 LTD trading as OPUS 101 PRO AUDIO (henceforth “the Supplier”). The Supplier is a registered company in England and Wales (company number 07978665).

The Supplier’s business consists of the sale of custom computer systems which are built-to-order (“Systems”) and components that make up these computers or which may be sold separately (“Components”).

The Supplier may unilaterally alter these terms of sale without notice to the Buyer in relation to future sales.

These terms of sale and the supply of any goods are subject to English laws and should any dispute arise from the contract, such disputes will fall within the jurisdiction of English courts unless the Buyer is resident in Scotland, in which case the Buyer may insist that these terms be construed in accordance with Scottish laws and be submitted to the jurisdiction of Scottish courts.

No contract shall exist between you (henceforth “the Buyer”) and the Supplier for the sale of any goods until the Supplier has received and accepted the Buyer’s order and the Supplier has received payment in full in respect of that order. Once payment in cleared funds has been received by the Supplier, a binding legal contract shall exist between the parties. (For the avoidance of doubt, an acknowledgement of the Buyer’s offer to purchase the goods from the Supplier – for instance by way of an automated email generated upon the Buyer’s placing of an order – will not in and of itself create a binding legal contract.)

The contract is subject to the Buyer’s right of cancellation as described below.

2. Description and Price of Goods

The description and prices (including applicable taxes) of the Systems and/or individual Components the Buyer orders will be as displayed on the Supplier’s website at the time the Buyer places the order. These prices will be confirmed via email to the Buyer.

Systems and/or Components are supplied subject to availability. In the event a System and/or Component is subject to supply constraints, for instance due to manufacturing issues or an industry-wide shortage, the Supplier will make best efforts to acquire the necessary Component(s) within the delivery timescales detailed below. If this is not possible, the Supplier will notify the Buyer as soon as possible and offer an option to reconfirm the order with substituted Components and/or new delivery timescales, or cancel the order subject to the Buyer’s right of cancellation as set out below.

The Supplier will attempt to ensure that all prices on the Supplier’s website are accurate at the time an order is placed. In the event that a System or Component is listed with an incorrect price at the time of purchase, the Supplier will notify the Buyer as soon as possible and offer an option to reconfirm the order with the correct price or cancel the order subject to the Buyer’s right of cancellation as set out below. If the order is not reconfirmed within 14 days, the order will automatically be cancelled and the Supplier will refund the Buyer for the amount that has been paid.

The Buyer will generally be required to bear delivery costs on top of the prices listed for Systems and/or Components. The buyer will be notified if this is the case at the time of the transaction.

Within the context of a built-to-order System, certain constituent Components, including but not limited to storage disks and memory kits, are sold without guarantee of make or model (“Substitutable Components”). The supply of these Substitutable Components will be based on availability and the discretion of the Supplier. The Supplier will make best efforts to ensure all makes and models used for Substitutable Components are of a similar specification and quality to each other.

Specifications for Components set out on the Supplier’s website are claims made by the manufacturer(s) and as such the Supplier makes no guarantees that Components will conform to these specifications. The Supplier does however guarantee the Components will be compatible with each other when integrated within a custom-built System. In the case of Substitutable Components, specifications listed will be estimates reflecting typical specifications for a Component of that type, and minor deviations from these specifications will not be deemed misdescription of goods.

Descriptions of the performance of Systems are estimates and are not guaranteed by the Supplier.

All pictures on the Supplier’s website or in communications from the Supplier are for illustrative purposes only. Where a Substitutable Component is represented by an image of a specific make or model, the website will note this, and the Supplier will be under no obligation to provide that particular make or model to the Buyer. For the avoidance of doubt, such substitutions will not be deemed misdescription of goods.

3. Payment

Payment for goods, services, and delivery charges can be made by any method shown on the Supplier’s website at the time the Buyer places an order. Payment shall be due before any goods are despatched and, in the case of integrated Systems, before the Supplier begins assigning Components for the System.

For security reasons, the Buyer may be required to prove their identity or address to the Supplier. Failure to do so will result in automatic cancellation of an order subject to any cancellation charges set out below.

4. Order Processing and Delivery

Orders will be processed by the Supplier on working days only (defined as any day which is not a weekend or public holiday). However, automatic order confirmations may be sent out prior to the order being formally processed.

All delivery dates provided by the Supplier are estimates only. The Supplier will make reasonable best efforts to supply the goods within the period of time indicated on the website when the order is placed, but shall not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delays to the delivery of the goods. Delivery dates for goods that are built to order (i.e. integrated Systems) include the time required for building, but these times should be taken as estimations of goodwill.

If the goods are not supplied within the estimated timeframe, the Supplier reserves the right to deliver them within 30 days of normal operation, starting from the day after the Buyer pays for the goods. If the Supplier cannot deliver the goods within this 30 day period, the Buyer will be informed and the Supplier may offer to sell the goods to the Buyer within a new timeframe. Should the Buyer decline this offer, the Supplier will refund the amount paid by the Buyer in respect of the order within a period of 30 days, starting from the day after the expiration of the original delivery time.

Acts of God, government intervention, natural disasters, force majeure, global pandemics and/or other hazards outside of human control are considered outside of normal operation. Pre-orders, backorders and notified stock delays or shortages shall also be considered outside of normal operation.

Costs of delivery as detailed on the website apply to a standard next working day UK door-to-door service from the Supplier’s preferred carrier. The Buyer may request in writing, either at the time an order is placed or at any time prior to goods being despatched, that the Supplier use an alternative form of delivery. The Supplier will negotiate any reasonable alternative delivery method with the Buyer and either refund the Buyer for any excess paid in respect of delivery fees, or charge the Buyer for any shortfall prior to despatch.

The goods will be delivered to the address provided by the Buyer at the time an order is placed, unless the Buyer contacts the Supplier prior to despatch requesting alternative arrangements. If a delivery cannot be made to the Buyer’s address for any reason, the Supplier will notify the Buyer as soon as possible.

The Buyer should inspect goods upon delivery and notify the carrier of any noticeable damage or defects immediately. Should the Buyer notice any damage or defects incurred during transit after receipt of the goods, the Supplier should be notified within 48 hours of delivery. The Supplier will organise for the goods to be returned and offer either to repair or replace the goods at no extra cost to the Buyer. If the Buyer notifies the Supplier of any damage or defects incurred during transit after this 48 hour period, the Buyer will need to provide proof that the damage or defect was incurred prior to receipt of the goods before the Supplier will offer any returns, repairs or replacements.

5. Title, Risk and Acceptance of Goods

Ownership of the goods shall remain with the Supplier until the Supplier has received full payment in respect of: the goods; any labour required to build or customise the goods; any associated taxes including VAT; and/or any other sums due to the Supplier from the Buyer.

The Supplier shall be entitled to recover payment for the goods, including any applicable taxes, even if ownership of the goods has not passed from the Supplier.

The goods shall be at the Buyer’s risk from the moment of delivery.

The Buyer will be deemed to have accepted delivery of the goods 48 hours after delivery unless the Supplier is otherwise notified. Acceptance of delivery of the goods shall be deemed conclusive evidence of the Buyer’s acceptance of these conditions. Following acceptance of the goods, the Buyer will not be entitled to reject goods which are not in accordance with the contract.

Goods which are in accordance with the contract cannot be returned to the Supplier without prior written approval and on terms to be determined at the Supplier’s absolute discretion. Should such goods be accepted for return the Buyer may be liable for a fee as outlined in the right of cancellation below. Goods which are returned without the Supplier’s prior written approval may, at the Supplier’s discretion, be returned to the Buyer or stored at the Buyer’s cost without prejudice to any other rights or remedies the Supplier may have.

Goods which are not in accordance with the contract will nevertheless remain the property of the Buyer (with risk likewise being retained by the Buyer) until the goods have been returned to the Supplier. The Supplier will return any money paid for goods not in accordance with the contract only once said goods have been received by the Supplier.

6. Buyer’s Right of Cancellation

The Buyer has a statutory right to cancel a sale agreement at any time within the first 14 calendar days after delivery of the goods. However, this does not apply to custom goods which are built-to-order (“Systems”) by the Supplier. As such Systems are the bulk of the Supplier’s business, and as supply of these systems involves a considerable amount of labour on the part of the Supplier, the Supplier reserves the right to levy the fees outlined in the following schedule, or deduct said fees from any refunds issued in respect of such a cancelled order:

^* Invoice amounts and fees are inclusive of any applicable taxes e.g. VAT.

The right to cancellation can be exercised by giving written notice to the Supplier by way of email (sales@opus101proaudio.com) or via the Supplier’s website.

If the Buyer has accepted delivery and decides to cancel, the Buyer will be responsible for returning goods to the Supplier following written arrangement with the Supplier. Except in the case of faulty or misdescribed goods, the Buyer will be responsible for any delivery fees. The goods must be returned at the Buyer’s earliest convenience, but sent no later than 14 days after delivery, to a UK address provided by the Supplier via an insured courier service.

The Supplier will refund the Buyer, less any fees as described above, within 30 days of notification of cancellation by the Buyer and, with the exception of already damaged goods, upon the Supplier’s receipt of goods in undamaged condition. The Supplier may also request that already damaged goods be returned for inspection and/or attempted repair at the Supplier’s discretion.

Cancellation of custom-built Systems will apply to the whole System, including any constituent Components, unless otherwise arranged with the Supplier. If no such arrangement is made, Systems must be returned complete (i.e. with all Components installed as at the time of delivery) and in the original packaging sent by the Supplier. This is to ensure that the Supplier can reasonably resell or restore the goods.

If a custom-built System is not returned complete or otherwise in its original condition, the Supplier reserves the right to levy a reasonable fee to restore the System to saleable condition as needed.

If, for reasons beyond the Supplier’s reasonable control, the Supplier is unable to supply the goods (either Systems or Components) ordered, the Supplier may cancel the agreement at any time and promptly refund the Buyer for the goods. The Supplier will not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly by such cancellation.

7. Warranty

All goods supplied by the Supplier are provided with a Return to Base warranty, unless otherwise stated, starting from the date of invoice.

Subject to the rest of these terms and conditions, all goods supplied by the Supplier are warranted free from defects for 12 months from the date of invoice.

All custom-built Systems supplied by the Supplier, including original constituent Components, are warranted free from defects for 36 months from the date of invoice.

The first 12 months of all warranty periods cover parts and labour costs, with subsequent months covering labour costs only, unless otherwise stated.

This warranty does not apply to software, firmware, or any defects in the goods arising from fair wear and tear, wilful damage, accident, negligence by the Buyer or any third party, use other than as recommended by the Supplier, failure to follow the Supplier’s instructions, or any alteration or repair carried out without the Supplier’s approval (see below).

This warranty does not apply to any incompatibilities arising between hardware and software purchased from the Supplier with hardware or software not purchased from the Supplier.

If goods are delivered to the Buyer damaged or otherwise not as described at the time of purchase, then the Buyer should notify the Supplier within 48 hours of delivery by writing. Failure to do so will create a presumption that goods were as described and free from defect at the time of delivery.

If the goods supplied to the Buyer develop a defect while covered by this warranty, or the Buyer wishes to make any other complaints about the goods, these should be notified to the Supplier in writing as soon as possible and no later than three calendar days after discovery of the defect. Failure to report within this timeframe will mean that any such defect will be deemed to have occurred at the time the Buyer reports it.

The Buyer will be responsible for returning goods to the Supplier for warranty repair or replacement, following written arrangement with the Supplier. The Buyer will bear the cost of returning goods to the Supplier for repair or replacement, and the Supplier will bear the cost of sending repaired or replaced items back to the Buyer. If the returned good is still found to be defective and the Buyer notifies the Supplier of this within 48 hours of receipt of the returned good, then the Supplier will bear all future delivery fees accrued in resolving this issue. All deliveries will be made through an insured courier service.

If Components are covered by manufacturer warranty, the Supplier may need to seek replacement Components from the manufacturer or a third-party supplier. This may require the return of an entire System to the Supplier in order for the faulty Component to be identified, repaired or replaced, and tested.

The Supplier will aim to complete repairs on (or replace) individual Components within three working days of the Component being returned to the Supplier. Repair of entire custom-built Systems may take up between 7 and 30 days depending on the nature of the issue. The Supplier will not be liable for any loss, costs, damages, charges or expenses caused directly or indirectly as a result of the time taken to repair or replace a System or Component.

The Buyer shall be solely responsible for ensuring data and applications are adequately backed up. The Supplier will make reasonable best efforts to avoid data loss during the course of a repair or replacement of a disk, but cannot be held liable for any loss of data.

If, upon inspection by the Supplier, a Component is found to be faulty and beyond repair, the Supplier will attempt to replace this Component with another Component of the same type. If a Component of the same type is not available, the Supplier will replace it with another Component of identical or superior specifications.

The complete cost of such replacements, with the exception of delivery charges as described above, will be borne by the Supplier for the first 12 months of the warranty. For any remaining period of the warranty the Supplier will bear only the cost of labour and the Buyer will need to agree a fee for replacement parts with the Supplier prior to any replacements taking place.

This warranty, as it applies to a custom-built System, will be rendered void if the Buyer, without prior consultation with the Supplier:

• attempts to install or remove or otherwise alter any hardware, including storage disks, memory, CPU, motherboard, graphics card, power supply, cooling fans or heatsinks and/or add-in cards; or
• makes any changes to a System’s BIOS settings or attempts to flash new motherboard firmware; or
• in any way attempts to overclock the CPU, video card or memory, including using any tools supplied by the manufacturer of these Components for this purpose; or
• makes adjustments to the settings of CPU cooling fans or other system fans; or
• installs any operating system other than Microsoft Windows; or
• subjects the system to extremes of temperature or any other environmental conditions that may cause the system to fail.

This warranty shall however remain intact if the Buyer:

• opens the System case in order to perform routine cleaning tasks to remove dust, provided it is first disconnected from a power source and only compressed air is used for cleaning;
• reinstalls or repairs an existing installation of Microsoft Windows;
• attempts to install or replace storage disks, memory, graphics cards and/or any PCIe add-in cards if permission is first sought from (and granted by) the Supplier in writing.

Components and Systems must be returned in their original packaging unless otherwise agreed with the Supplier. The Buyer is encouraged to retain all packaging should this need arise.

Nothing in this warranty shall affect the Buyer’s statutory rights.

8. Limitation of Liability

The Supplier shall not be liable to the Buyer for any loss or damage in circumstances where:

• there is no breach of a legal duty owed to the Buyer by the Supplier; and/or
• such loss or damage is not a reasonably foreseeable result of any such breach;
• and/or any increase in loss or damage results from a breach of any term of this contract by the Buyer.

If the Buyer is a business, the Supplier shall not be liable to the Buyer for any indirect or consequential loss or damage (whether for loss of profit, loss of business, depletion of goodwill or otherwise), costs, expenses or other claims for consequential compensation whatsoever (and howsoever caused) arising out of or in connection with this agreement.

Product liability shall remain with the various manufacturers of the Components.