Terms of service

Seller Terms & Conditions for Technical Products

 

1. Definitions

a. "Seller" refers to Nanoco Technologies, registered in the United Kingdom.

b. "Buyer" refers to the purchasing entity.

c. "Products" refers to the technical and/or commercial goods specified in the Seller’s quotation, pro forma invoice, or order confirmation.

 

2. Orders

All orders are subject to written acceptance by the Seller. The Seller reserves the right to refuse any order at its sole discretion.

 

3. Prices

All prices are quoted in GBP unless otherwise stated. Prices exclude VAT, duties, freight, insurance, and any other applicable taxes or charges.

 

4. Payment Terms

Payment is due 30 days from the invoice date unless otherwise agreed in writing. Late payments may incur interest at X% above the Bank of England base rate, calculated daily.

 

5. Delivery & International Shipments

a. Delivery terms follow Incoterms 2020 unless stated otherwise.

b. Risk transfers to the Buyer upon delivery to the carrier.

c. Buyer is responsible for all import duties, customs clearance, and compliance with applicable regulations in the destination country.

 

6. Lead Times

Lead times are estimates and not guaranteed. The Seller is not liable for delays arising from manufacturing constraints, global logistics disruptions, or force majeure events.

 

7. Warranty

Products are warranted against defects in workmanship for six (6) months from the shipment date, provided they are stored, handled, and used in accordance with the Seller’s instructions. The warranty excludes damage or failures resulting from misuse, improper installation, modification, or operation outside specified conditions.

 

8. Returns & RMA

No Product may be returned without prior written authorization from the Seller. Approved RMA shipments must be sent prepaid and in original or equivalent protective packaging.

 

9. Limitation of Liability

The Seller’s total liability is limited to the price paid for the Product(s). The Seller shall not be liable for any indirect, incidental, or consequential damages, including but not limited to loss of profits, loss of use, or business interruption.

 

10. No Resale

The Buyer shall not resell, distribute, or transfer the Products to any third party without the prior written consent of the Seller. This restriction does not limit the Buyer’s use of the Products in its own commercial products, research programs, manufacturing processes, or internal business operations.

 

11. Export Control Compliance

Buyer agrees to comply with all applicable UK, EU, and international export control laws and regulations. Products may require export or re-export licenses before shipment or onward transfer.

 

12. Indemnification

The Buyer shall indemnify, defend, and hold harmless the Seller, its affiliates, and their officers, employees, and agents from and against any and all claims, damages, liabilities, losses, costs, and expenses (including reasonable legal fees) arising out of or related to (a) the Buyer’s use, handling, storage, or integration of the Products; (b) any breach of these Terms & Conditions by the Buyer; or (c) the Buyer’s violation of applicable laws or regulations.

 

13. Governing Law

These Terms & Conditions are governed by the laws of England. Any disputes shall be brought exclusively in the courts of England.